End of the Beginning
by Ultimate Bohab
Summary: When tragedy strikes the planet of Divisia, it starts a chain reaction that threatens to destroy the entire magical dimension. For the first time ever, the Winx must face a true war, one with casualties and consequences. Even with the help of Lucian, a fairy prince and sole survivor of his planet, the horizon is dark. Is this the end of the beginning, or the beginning of the end?
1. Light and Dark

Etan laughed as he plucked the red fruit from his friend's hands. "Hey!" Lucian exclaimed, turning around to look at the thief. "I was going to eat that!" he said, pointing towards his stolen snack.

"If you wanted it so badly, you should have kept a closer eye on it," Etan replied, taking a bite out of the fruit. However, upon tasting it, he immediately spit it out.

"Ugh! This is far too sweet!" Etan complained.

This time it was Lucian's turn to laugh. "Of course it's sweet, it's from my parent's orchard." he said.

"You Serdians are far too indulgent, what with all your gardening and fruit... stuff. Kerpria has no time for such nonsense. Plus, we don't have the sun for it." Etan put a needlessly dramatic flare to his speech, causing Lucian to fall off the bench in a fit of giggles.

The two friends couldn't be any more different. Prince Lucian Sheridel was from the light side of Divisia known as Serdia, with blonde hair, golden eyes, and a cheerful, sunny demeanor. Prince Etan Padasma hailed from the dark side of the planet, Kerpria, and had pale lavender skin, raven black hair, deep purple eyes, and a coldness to him that was only thawed by his best friend Lucian. The two of them represented the state of Divisia as a whole, opposites, yet linked inseparably. The two sides of the realm existed in peace with each other, a peace strengthened by the friendship of their ruling families.

"So Lucian, have you been training in your earth magic lately?" Etan asked, sitting down on the bench next to him.

The blonde prince smiled sheepishly and rubbed his head. "Well, to tell the truth, I've kinda been slacking off. I just haven't been able to focus lately." he said.

"That's too bad, you'll never catch up to me at this rate." Etan grinned wickedly. "Soon I shall have mastered the power OF THE MOON ITSELF!" he shouted as he jumped off the bench, throwing his hands up into the air as if he were clutching the sky. Lucian smiled, applauding.

"The amount of ham in your performances has doubled since last week."

Etan took a deep bow. "I try." he smirked. "But seriously," the dark prince said suddenly, throwing himself back onto the bench; "I know why you've been slacking. You're nervous about leaving Divisia, aren't you? I don't blame you, you'll be the first one of us to ever travel all the way to Magix. And as a student, no less."

Lucian reluctantly nodded, despite attempts to look indignant. "Yeah, this place is all I've ever known. I don't know if I'm ready to leave it all behind, but it's my responsibility to represent our planet at Alfea."

"It's a major bummer. Why do you have to leave? You're a prince. You have everything you could ever want here, including the best magic teachers in the realm. Besides, royalty should be above attending fairy schools located all the way across the galaxy." Etan said, flipping his lengthy hair in the breeze.

"We royals are not better than the people we govern," Lucian retorted. "In fact, it is our duty to serve them. Which is why it has to be me to leave, to carry the banner of Divisia to the greater magical dimension, for the greater good."

Etan flashed his pointy white teeth as he smiled. "How sickeningly noble. Still, I applaud your sense of honor. And I do suppose that a Serdian would make a better impression than one of us Kerprians."

The light prince shook his head vigorously. "It's not like that, you should know better than anyone that our peoples are really one and the same, no matter our physical or cultural differences. In fact, it would be even better if a Kerprian representative would come to Alfea with me!"

"Good luck with that," Etan scoffed. "I can't think of a single one of us that would be willing to leave the dark and foreboding comforts of our home country."

"Not even you, not even for your best buddy?"

"Sorry pal. You know I'd go to the ends of Divisia for you, but where you're going is a lot further than that."

Lucian sighed. "I figured, especially since you'd have to leave behind that redheaded Kerprian girl you're always going on about."

"Hey, I'm not ALWAYS going on about her! Just most of the time! And you'd understand it too, if you saw her. She's got old blood, lots of horns on her brow and shoulders, very attractive."

"If you say so."

"I do!"

The two princes sat awkwardly in silence after their exchange, not knowing exactly what to say next. Etan wanted his friend to stay with him more than anything, but respected Lucian's dedication to his mission, and would never want to drag his friend down for his own selfish desires.

"Whoever would have thought, light and darkness merging together so seamlessly after a thousand years of conflict?" the dark prince said suddenly.

"What do you mean?" the light prince asked.

"Mere decades ago, before your father and mine declared peace between our peoples, the entire planet was wracked by a bitter race war. We were truly divided, hence the name of our realm. But in a single generation, the friendship between our families has mended the hatred and separation. It's almost unbelievable."

"I guess that's just how strong the bond between friends really is, more powerful than any magic, light or dark," Lucian replied.

"Yeah, it's what makes us inseparable, no matter where in the universe we are."

* * *

For the first time in three years, beings dwelt within the caverns of Shadowhaunt. The rest of the Underrealm had been taken by Queen Amentia and the rest of her race, but they dared not set foot into Lord Darkar's ancient fortress. Other creatures however, darker, more powerful ones, had no such qualms about making such a place their home.

In the depths of the inner sanctum, where the Shadow Phoenix had once roosted, three shadowy figures stood. They presided over a black pool, liquid yet mirror-like in its stillness. Planets and stars whirred inside the blackness, moving and shifting through countless realms, searching for a certain something. Eventually the liquid stilled, resting on the image of a wondrous and lively planet. A wholesome power emanated from the mere sight of it, unique among all the realms.

"Magix," one of the silhouettes snarled, "Disgustingly pristine as always."

"It won't be after we're finished," another snickered.

"One way or another, we will have our revenge." the central figure stated, her voice filled to the brim with frigid contempt. " We'll destroy every single being who ever got in our way, make them suffer for defying us. There's only one thing stopping us; the power we have now isn't nearly enough to exact our vengeance."

The shadow turned away from the pool and stepped over to a golden orb resting on a stone pedastal. Its center pulsated a red light, giving the strange object the appearance of an unblinking eye.

"However," she grinned, "Lord Darkar left a few very interesting trinkets buried in his old hideout. With the artifacts in this room, we can steal all the magical energy we need to bring the universe to its knees." She cackled as she walked back to the scrying pool. "All that's left is to find someplace to start."

She touched the black liquid, causing it to ripple and stir.

"Show me what I seek." the harsh, cold voice ordered.

At her command the pool began to thrash violently, showing realm after realm as nothing more than blurs as it did its masters' bidding. Eventually the liquid slowed, revealing a realm that looked as if it were split in two. One side was radiant and tame, in a perpetual state of day. The was other savage and wild, only knowing the embrace of night.

As the three dark beings stared down at the pool, a voice echoed in their minds from the beyond; a spidery whisper amongst their thoughts. It said that the planet before them was where they must go, and that they knew what must be done. The lead figure raised her head, her eyes glowing with evil energy.

"Come on ladies, we've got work to do."


	2. Calamity

Kerpria Castle loomed over the city below, massive and imposing. It had been built hundreds of years before, by the Kerprian emperor Tiranox, who for decades ruled not just one kingdom, but the entire realm of Divisia. Because of this, he had constructed his palace very close to the Serdian border. Previous generations of Serdians regarded the close proximity of the castle in fear and suspicion, but thanks to the peace provided by the friendships of King Sheridel and King Padasma, it was now of great convenience for the two ruling families to be located so close to each other.

The doors of the throne room swung open as the king and his son strode through, each carrying the freshly deceased corpse of a Kerprian lion. Without a word, they tossed the bodies of the animals onto the stone floor in front of the thrones. On two of the four high seats sat Queen Lonia and Princess Midna, Etan's mother and sister, respectively.

"I see you have successfully caught our supper." the queen stated, inspecting the lions.

"Indeed, Lonia. But next time we shall honor the old traditions, and have the royal women hunt for the Moon Feast. Next year Midna should finally be responsible enough to fulfill her duty." the king said, giving his daughter a stern look.

Midna rolled her eyes. "I was ready this year! You just think I'm immature because of that incident with the Serdian princess. She had it coming anyways."

"Daughter, we are at peace. I do not have patience for your petty squabbling with Cassandra. Until you learn to control your rage for the appropriate time, I will not allow you to participate in our ceremonies. Especially since King Sheridel was gracious enough to invite us to his home for the Moon Feast."

"Hmph, it wasn't like that in the old days. King Tiranox wouldn't have stooped to sharing a table with inferior creatures!" Midna shouted, jumping from her throne and marching angrily from the room.

"Is she adopted?" Etan asked wryly.

"What?" his father arched his brow.

"Just wondering. It would explain a lot."

* * *

In the castle belonging to the Sheridel family, similar events were occurring. The king and queen were busily preparing the palace for the upcoming Moon Feast, a traditional Kerprian ceremony held on the night of the Blood Moon, which occurred once a year. To continue the merging of their culture, the families of Padasma and Sheridel celebrated each kingdom's holidays together.

"I understand the reasoning behind this, mother, but I'm not thrilled at the prospect of seeing Midna again..." Cassandra sighed, thinking back to the last time she had spent with the Kerprian princess.

"I know she acted uncouthly dear, but the Padasma family has always been very hospitable towards ours. You will have to find it in your heart to forgive Princess Midna," Queen Sulia replied.

Cassandra was about to reply when both she and her mother were distracted by the smell of smoke coming from the kitchen. King Sheridel and Prince Lucian ran out into the hall, coughing profusely.

"The poultry may be a little overdone." Sheridel wheezed.

Sulia shook her head bemusedly. "Dear, I told you that cooking was best left to the cooks. There's a reason we have them in the palace, you know."

"I know, but Padasma always fixes his own meals. It's the way of the Moon Feast!"

"Well hopefully this Moon Feast will have slightly less burnt food than the last one." the queen chuckled.

Fortunately, the chefs were able to recover the meal, bringing the large fowl to the table on a wooden cart.

"See, mother? No problem at all." Lucian grinned.

Shortly after the dinner table was prepared, the Kerprian royal family arrived. As was their custom, they did not knock, but instead barged in through the massive double doors.

"Greetings, Sheridel." Padasma said, formally bowing to his fellow king.

"To you as well, Padasma," Sheridel replied, returning the bow.

"As you know, it is customary for those participating in the Moon Feast to spar under the Blood Moon before partaking of the meal. I trust you and your kin are prepared?"

"As always. Shall we go to the Colosseum?"

"Lead the way, my friend."

As the two families walked to the outdoor amphitheater, Etan couldn't help but resent the fact that this was the last Moon Feast he would have with Lucian for four entire years. Despite his words yesterday, he was still not comfortable with his friend leaving, and so soon.

"Hey Etan, we're here. You ready for our match?"

"Yeah, let's get started. Looks like our parents are already going at it."

It was true, Sheridel and Padasma had already transformed for battle. They flew above the arena, blasting each other with restrained magical energy. The people of Divisia were unique, in that most of those who inherited fairy abilities were male. The norm across the magical dimension was for females to become fairies, but as demonstrated by the women of both royal families, that was not the case for their realm.

"How are you doing, Lonia?" Sulia asked as she briskly dodged a kick from her sparring partner.

"Well, thank you. You are in excellent form tonight," the Kerprian queen replied, following up her attack with a flurry of swift palm strikes.

The queens fought with control, but used every technique in their arsenal against each other. While Lonia was more forward with her assault, Sulia flowed like water, artfully slipping in between the other queen's fists and feet. A short ways away, their sons were also clashing.

"You're about to get a taste of my lunar magic, friend." Etan smirked as he called down the power of the Blood Moon into his palms. "And then you'll be regretting your lack of practice."

"Give me all you got, this will be your last chance to beat me," Lucian replied, using his control over earth to raise several large chunks of dirt from the ground. "Once I get back from Alfea you won't stand a chance."

The dark prince hesitated at his friend's words. There it was again, the ugly fact that he was going to be alone in just a few short days. He had his family, and his prospective mate, the fiery redhead he talked so much about, but he had known Lucian since birth.

"If you're gonna suddenly stall, I might as well throw the first punch!" the light prince shouted, tossing the earth projectiles at his friend.

Etan was snapped out of his deep thoughts by a mound of soil suddenly smacking him to the ground. He shook his head as his stood up out of the dirt, thanking the moon that his spell hadn't been dissipated by his lack of focus.

"Lucky shot!" Etan said, getting his head back into the match. "But can you stand up to this? It's a new attack I call BARK AT THE MOON!"

Violet strands of energy slipped from the Kerprian's hands, binding together into the shape of a snarling wolf's head. In an instant its jaw snapped open and it rushed at Lucian, energy streaming from the apparation. Lucian attempted to raise up an earth wall to protect himself, but the meager construction shattered as the spell passed through it. The wolf's mouth closed around the prince, briefly engulfing him in darkness before the magical creature exploded in a display of purple lights.

Lucian's head was spinning, it was the most powerful disorientation spell he had ever experienced. In fact, he was so discombobulated he could no longer stand, and collapsed onto the ground, little glowing wolf heads spinning around over his eyes.

"Are you okay?" Etan asked, lending a hand to his fallen friend.

"Yeah, I'll be fine. Once I figure out which one is sky and which one is earth, that is."

Unfortunately, Cassandra was not as lucky as her brother. Midna had pinned her against the wall of the Colosseum and was viciously scratching at her with wickedly curved claws. There was no restraint in her attack, unlike the rest of the matches that had occurred. Cassandra whimpered in fear as she feebly tried to defend herself from the relentless assault.

"You're pathetic, Serdian. You deserve every single cut I give you!" Midna hissed.

"THAT IS ENOUGH." Padasma ordered, fury blazing in his eyes. He swiftly approached the princesses and threw his daughter off of her victim.

"I was foolish to think you could show an ounce of respect or dignity on this most sacred night, you have disgraced our entire family and greatly offended our hosts!" he boomed at his daughter, who was now the one cowering.

"I cannot let you partake in the Moon Feast, not after this. You shall sit outside while we eat, and meditate upon your actions," Padasma continued. "King Sheridel, Princess Cassandra, I deeply apologize for what has transpired."

"It is alright, old friend. Forgiveness is our way. All wounds heal in time," Sheridel replied, placing a hand upon his daughter's wounds. With a soft glow, the injuries faded away.

"Now, let's go eat."

* * *

The meal went by swiftly and relatively quietly. Cassandra was too unnerved by her experience to speak with the Kerprians, while King Padasma was to ashamed of his daughter's actions to carry on a conversation with his fellow king as he usually would. Lonia, however, was not about to let the gloomy mood persist.

"So, Lucian, do you believe you are ready for tomorrow? It must be exciting, you are the first Divisian to ever leave the planet, after all."

"I think so," Lucian replied. "I have everything packed. What I'm nervous about is the ship they're sending from Magix, riding in it will be a completely new experience."

"Well, I must say that I think this is a rather fantastic opportunity for you," Padasma finally spoke up. "Your magic is fairly strong as it is, but if what I have heard about this Alfea school is true, your powers will triple under their tutelage!"

"Yes, it will make him strong, strong enough to one day sit on the Serdian throne." Sheridel said proudly.

Inwardly Etan sighed. All the posturing and assertion of the power of friendship he had done was a facade. He hated himself for being to afraid to join Lucian on his journey, and in a way hated Lucian for leaving, which made him feel even worse. He looked across the table at his father, who sensed his discomfort. Padasma gave a subtle nod to his son, signifying that he recognized Etan's wish to leave.

The Padasmas left the palace after wishing the Sheridel family good fortunes, and departed in their airship, a more primitive device which used helium to fly. Etan always marveled at the sudden change as they crossed the borders of Serdia and Kerpria. The sun was always shining on the light side, and everything was fertile and green. It was constant night on the dark side, where leafless trees and gnarled vines were the only plants living among the spires of stone. The difference seemed symbolic of what life would be like during the upcoming years without his friend.

"Even if it's not forever, I'm going to miss him." Etan told his sister as he gazed out the window.

Midna snorted, intending to reply with a quip about how one less Serdian was a good thing, but thought better of it at the last second, instead retorting with a mild "Hrmph."

* * *

The next day the shuttle arrived to take Lucian to Magix. The sky was clear and the sun was bright, a perfect day for the voyage. Both royal families were there to see him off, as well as several other nobles, and a substantial crowd of civilians. This was a momentous occasion, and people from both kingdoms had traveled far to see the Serdian prince take the first step into a larger world. Lucian walked slowly and purposefully down the carpet laid out before him, meeting the eyes of all in the crowd. As he grew nearer to the spacecraft, he was greeted by the Kerprian royals.

"I am proud to have watched you grow, Prince Lucian. May you find inner strength to guide you in your journey." Padasma said solemnly.

"Thank you, your majesty." the prince bowed. He took another step, but was then stopped by Midna. "I'm glad you're leaving." she said under her breath, so that only the Serdian would hear.

"Come on now Midna, surely you don't despise me that much?" Lucian arched his brow, intentionally egging her on.

"I've said it once I've said it a million times; I hate you, get off my planet." she rasped, right before Etan pushed her out of the way.

"I've said it before, buddy, so I don't think I'll say it again. You know I'll miss you." he extended his hand.

Lucian shook it in reply, they had said their farewells.

The only people left in between the prince and his vessel were Queen Lonia, who merely waved, and his own family. Sulia and Cassandra made no move towards him, as they were too emotional at that moment to do anything but nod their heads. However, as he was about to set foot in the ship, King Sheridel stopped him.

"Before you go, I have something for you." his father said, pride in his eyes. "I think it's time for you to have this."

He gestured to a servant, who brought him an ornate oak staff, topped with the mark of Serdia. Lucian couldn't believe his eyes.

"You want me to have your staff? But-"

"It will help you in your magical studies," the king interrupted. "It contains the true power of the Serdian royal bloodline, and is meant to be past down from father to son. Besides, I barely use it anymore. Take it."

The prince gently accepted the gift from his father's hands, marveling at the power radiating from it.

"Goodbye, son." King Sheridel said, a warm smile on his face.

"You'd better come back!" Etan shouted from the crowd.

"Thanks everyone!" Lucian waved. "I couldn't have done this without you!"

Etan watched as the ship that carried his friend headed off the planet, growing steadily smaller as it went.

_Perhaps this is exactly how things were meant to be. After all, who am I to judge the workings of the cosmos? _The prince wondered.

His friend was gone, but the departure was not the gut wrenching experience he had feared. He was at peace with where he was, and to his amazement, he didn't feel much sadness at all when Lucian's craft disappeared from sight.

_He would want me to look up, and why not? The day can only get better._

As if the prince had sorely tempted fate, a storm brewed out of thin air. It swelled with the aggressiveness of a pack of wild dogs, spitting lightning which ignited the ground. An unnatural darkness spread from the clouds, blotting out the sun for the first time on the light half of Divisia. Panic spread quickly; the citizens of Serdia were terrified of the sudden blackness, and a chill wind had picked up, unsettling them further. Even the Kerprians, more used to harsh climates, were unnerved by the sudden change in weather.

* * *

Lucian looked on in confusion from the ship's window at the sudden change that had befallen his home. A black spot was growing on the surface of the realm, and it made him feel terribly uneasy.

"What's happening!?" He shouted at the pilot of the shuttle.

"Dunno, but we're getting out of here!" the pilot replied, gunning the engines in an attempt to break through the atmosphere as quickly as possible.

"You need to go back, there could be a problem! My family might be in danger!" Lucian pleaded, getting up from his seat.

"No way pal, we're headed straight to Magix. Besides, you're only one guy, what can you do?"

* * *

King Sheridel breathed a sigh of relief as he sensed the ship containing his son completely leave the realm's atmosphere.

"Lucian is safe, at least that's something." he said to to himself.

Etan heard him, but did not reply. he was transfixed by the three figures descending from the center of the chaos. The one on the right shot a bolt of lightning from its hand, lighting the Serdian palace ablaze.

"Who are you?" King Padasma shouted, drawing his sword and pointing it at the invaders. "What is your quarrel with our realm?"

The apparent leader of the trio chuckled; _a decidedly female sound_, Etan thought.

"Don't worry your majesty, we don't have a problem with any of you. We just want to suck all the magical energy from your worthless planet and use it to conquer the universe. Is that too much to ask?"


	3. Implosion

The speaker was now in plain view, and she was terrifyingly beautiful. Etan cursed his weakness for women as he gazed upon the witch before him. She had shimmering white hair that cascaded down her back, piercing cold eyes, and a skintight blue outfit to accentuate her looks.

"It's impolite to stare." the witch smirked, causing the prince to quickly avert his eyes.

The other two figures also materialized out of the darkness, both as darkly alluring as the first. One had wild purple hair and a psychotic smile that distorted her pretty face, while the other dripped seductiveness, from her shadowy garb to her golden eyes.

"I know you three." King Sheridel said, narrowing his eyes. "We received a report from Magix about a trio of rogue criminal witches. a few years ago. Divisia may not have much contact with the other realms, but your notoriety has reached all corners of the magical dimension. You witches are wanted across the galaxy for your crimes!"

Once again the white haired girl laughed, clapping her hands. "This one's pretty sharp, isn't he girls?" she said, spitting sarcasm.

"Come on Icy, let's waste these losers. I'm getting tired of carrying this thing." the frizzy haired one complained.

For the first time, Etan noticed the strange device in her hand. It was a metallic golden orb, with one pulsing crimson eye. The object radiated with power, unclean and terrible, and just looking at it made the prince shiver with fear.

"Sheridel!" King Padasma shouted suddenly, "They have a Planet Harvester!"

Before he could ask what a Planet Harvester was, Etan was roughly knocked aside by his father.

"Get out of here, Etan. Take your sister and get to the castle," Padasma growled. "We shall do our duty as kings, and defeat these witches. I do not how they managed to obtain a weapon of such terrible power from our ancient history, but Divisia will not fall today."

Nodding numbly, the prince grabbed Midna, who was mute with shock, and ran towards their airship. He ran as quickly as his sister allowed him, but the princess' smaller strides slowed his pace considerably.

"Not so fast, handsome." a silky voice whispered in his ear. There was a pulse of energy, and then Etan's world went black.

* * *

The witch stood over the princes' prone body, admiring her handiwork. Then she noticed that Midna had stumbled, and was lying on the ground, quivering helplessly. The woman laughed and began to approach the princess, when her leader called.

"Darcy, quit playing with that little girl and get over here!" the one called Icy said.

Darcy rolled her eyes and left Midna where she was, figuring that she wouldn't move much in her state of shock.

"You and me will destroy these so-called kings." Icy ordered. "Stormy, you take care of the small fry." she pointed at Sulia, Lonia, and Cassandra, who had banded together in a battle formation.

"You never let me kill anybody important." the weather witch grumbled, before a swift piercing glare from her older sister silenced her whining.

"Cassandra, get behind me. Lonia and I will protect you." Sulia said, stepping in front of her daughter.

The two queens readied themselves for confrontation as Stormy approached them. The witch still carried the gold in one hand, the weight of which slightly impaired her movement. Her other hand was balled into a fist, which crackled with violet electricity. Lonia, normally composed and poised even in the face of danger, felt sweat drip down her brow. The woman approaching them was coursing with evil power, and neither queen knew if they could do a thing against her.

"Don't move, got it? That way I can fry you all in one shot." Stormy said, leveling her hand at the royals.

"Sulia, now!" Lonia cried as the bolt of lightning discharged from the witch's palm. The Serdian queen grabbed her daughter and rolled to the ground, dodging the spell, while Lonia closed the distance between herself and Stormy. The weather witch, being unused to close quarters combat, didn't even realize what was going on until the Kerprian queen drove a fist into her unguarded stomach. Stormy gasped as the wind was knocked out of her, and dropped the Planet Harvester to the ground.

Darcy sighed as she broke off from her battle with the Serdian king to retrieve the Harvester, nimbly dodging the blasts of light being thrown at her. With expert grace, she swooped in and grabbed the orb, avoiding Lonia's attempts to stop her.

"You're getting to be a royal pain, you know that?" Darcy said, floating from the queen's reach. "Since Stormy couldn't take care of you, I suppose I will."

The witch once again parried the Kerprian's assault, but this time retaliated instead of backing away.

"Heel of Oblivion!" Darcy shouted, imbuing herself with supernatural strength as she gave a devastating kick to Lonia's back. The queen opened her mouth as if to vocalize her pain, but said nothing. She collapsed to the ground in an ungainly heap, her spine shattered by the blow. As her life ebbed away, she only managed a single word.

"Etan..."

Sulia stared in wide eyed disbelief at the corpse of her fellow queen, while Cassandra fainted dead away. The Serdian queen didn't even notice her daughter's lapse into unconsciousness, she was transfixed on her friend's ruined body. Seeing an opportunity, Stormy decided to take advantage of Sulia's state of dismay.

"Psycho-Clone!" the weather witch howled, spinning her body at a high velocity to generate a tornado. The cyclone began to suck every object in its vicinity into the whirling vortex, which crackled with electricity. Being suddenly lashed by the strong winds caused Sulia to snap out of her trance, just in time to witness Cassandra's prone form being briskly whisked away.

"Cassandra!" Sulia cried, reaching out to the princess and managing to grab an ankle.

Unfortunately, the pull of the tornado was simply too strong for the queen to resist. Mother and daughter were both dragged into the vicious eye of the storm, in which they received shock after shock of magically enhanced lightning. Being non-magical creatures, the Serdian royals succumbed quickly, their lifeless husks dropping from the sky as the cyclone slowed.

Sheridel screamed in anguish as he noticed the bodies of his family. He had been so busy holding off Icy's assault that he had no time to register what his wife and child were going through, until Padasma had distracted the frost witch. Only now did he see what had become of his loved ones. Filled with unnatural rage, he turned to face Stormy and Darcy.

"You despicable creatures have just robbed a great deal from me. You have destroyed my palace and ruined my city, but those things can be rebuilt in time. What is unforgivable is that you have killed two of the most precious beings in the universe to me. I loved them more than light itself, and now in the blink of an eye, they are gone. Now I say you have taken enough. I won't allow you to destroy this planet!" King Sheridel roared, summoning a massive ball of light in his hands.

"Aww, that's cute." Stormy snickered. "Darcy, snuff out his little candle."

The king cast his spell at the witches, but the orb was quickly engulfed in darkness. His eyes widened in horror as the shadows grew, stretching towards him as thousands of black tendrils. They pooled into the ground beneath him, swimming towards their victim as if they were a horde of deep sea monstrosities.

"Let there be LIGHT!" Sheridel cried as the shadows wrapped around his legs and snaked up his torso, writhing and squirming.

His body glowed like a beacon of energy, repelling the blackness with a brilliant golden ray. But without his staff, the source of the Serdian royal family's magical strength, it was meaningless. Sheridel's power alone was not enough to hold the darkness back for long.

Padasma looked on in despair as his fellow king was eaten by the darkness, disappearing into the earth as if he had never lived. Until now he had been entirely absorbed in his match with Icy, completely oblivious to the suffering of those around him, but the death of the Serdian king had sent a ripple throughout the entire realm.

"SHERIDEL!" the Kerprian monarch shouted in anger, charging at Darcy with his sword.

"You're not even going to use magic? Bo-ring." the witch yawned, vanishing before the king's eyes.

* * *

While her sisters engaged the sole remaining king, Stormy had taken some initiative and grabbed Midna, who had not bothered to run or hide at all. The witch flew high up into the air with her captive, dangling the princess precariously.

"Listen up, little girl. If you don't want me to drop you, you can tell me where the source of this realm's magic is." Stormy said threateningly.

Midna stared at her captor with an almost empty look, brow furrowed, as if she needed time to figure out what was being said to her.

"Well!? I don't like to be kept waiting!"

"I... I can take you to our castle... magic there..." the princess mumbled.

Stormy growled in frustration, it was barely anything to go off of, and the girl's mind was in a fragile enough state that she might just be babbling. Still, the witch figured that it was better than nothing at all.

"Okay you little snot, show me the way to your castle, and be quick about it!"

Midna pointed in the direction of the border, but refused to speak. Her captor clenched her fists in order to resist the growing urge to drop the girl, and reluctantly followed her prisoner's vague direction.

* * *

"Fight me, you coward!" Padasma growled, madly slashing at the air. Darcy re-materialized next to her sister, smirking at the flailing king before them.

"Do you want to, or shall I?"

"You got to kill one already. Now it's my turn." Icy said, summoning a blizzard out of the storm.

Razor sharp hailstones struck Padasma's body, but he held his ground. Tapping into the darkness, the king raised a shadow wall in between him and the witches to shield himself from the attack.

"Looks like he can use magic after all." Darcy commented. "Too bad it won't save him."

Etan awoke to see his father engaged in combat with two of the witches, and he was losing. The magic wall he had created was faltering, and the white haired witch was increasing the force of her assault. The prince's first instinct was to rush to his father's aid and add his power to the wall, but as he attempted to move, Etan found that he was paralyzed. He tried to scream, to do anything to warn his father, but no sound came out. The shadow wall fell to the witches' power, and the prince could only watch as the man who raised him was impaled through the chest by a massive shard of ice.

Icy cackled maniacally as the king fell, her laughter ringing through the air.

"This is the sort of thing I missed hiding out in the Underrealm!" she said ecstatically, clutching her body as she writhed in pleasure.

"I enjoy mayhem as much as the next witch Ice, but we've got business here, remember?" Darcy said, somewhat disturbed by the extreme satisfaction her sister was taking in the carnage.

Icy shook her head to regain composure, and surveyed the ruins of the city they had destroyed.

"You're right, contact Stormy to see if she's found where the source of this planet's magical energy is." the witch ordered, settling down on a piece of rubble to wait.

* * *

"I told you to take me to the source of this realm's energy, stupid wiotch." Stormy growled, backhanding the young princess to the floor. "This is some moldy castle, not a place of power!"

Tears welled up in Midna's eyes, despite her attempts to hold them back. "I don't know where it is, I don't even know what you're talking about! Please, just let me go..." she sobbed into the ground.

The witch curled her lip in disgust. "You're pathetic. I should just fry you here and now."

Stormy gathered a ball of electricity in her hand, but was stopped by a telepathic communication.

"Have you found what we're looking for yet?" Darcy asked from the Serdian side of the realm, her voice faded due to the distance.

"As if. This girl I kidnapped doesn't know a thing!" the witch replied angrily.

As the two conducted their mental conversation, Midna crept away from her captor and disappeared into a secret corridor, one of many built into the walls of Kerpria castle.

"Complete waste of time!" Stormy shouted after her sister had disconnected. "At least I can zap- hey! Where did she go?"

* * *

After what seemed like an eternity, Etan finally stood up. He still had trouble moving, but it was a start. The entire Serdian kingdom was destroyed, from the palace to the city. Bodies littered the ground, including the Sheridal family, his mother's, and his father's. He wanted to cry, but no tears came. Etan felt empty inside, he didn't even have enough energy for emotion.

"Look, he's finally up." a voice said from behind him.

_Darcy. It was Darcy_, Etan thought. _The one who had killed Lucian's father._

"You think he knows where this planet's energy core is?" another voice asked.

_Icy._ _The one who had killed his father. She needed to pay._

Etan reached out into the magical plane and tapped into its power, manifesting it as an orb of black fire. He spun around and shot it at the witch who had taken Padasma's life, fury blazing in his eyes as he willed the spell to connect.

Icy calmly raised her hand as the fire headed towards her, thinking she could dissolve it with ease. The witch's face betrayed her shock as the attack broke through her magic and sent her tumbling cape-over-heels.

"You've got some nerve, still wanting to fight after I hexed you." Darcy said nonchalantly.

The witch was taunting him, floating back and forth just out of reach. Etan growled and stepped towards her, fists clenched, but before he tried to cast another spell, he was struck in the back of the head by a sphere of ice.

"That little pest actually managed to hurt me!" Icy snarled, her hair mussed and makeup smeared. Darcy began to snicker, but was quickly silenced by a glare.

"Let's kill him and join up with Stormy." Icy said, summoning a spire of ice above Etan's inert body.

"Wait!" Darcy interrupted, "What if he knows where the Core Link is? Let's take him with us."

the white haired witch rolled her eyes. "Darcy, we don't have time for your love games."

"Oh, this coming from the one who was making goo-goo eyes at that merman goon Tritannus for a sickening six months." the brunette retorted.

"You know what? Fine. But remember, he's your responsibility." Icy growled.

* * *

Etan awoke once more with a throbbing head. As he opened his eyes, he was confronted by the sight of the three witches standing over him.

"How was the nap, snookums?" Darcy said mockingly.

"Ugh, enough of your sickening sweet talk Darcy, just interrogate him already," Stormy groaned. The dark witch shot her frizzy haired sister a look, but then nodded.

"I'm not going to ask you, pretty boy. You're going to show me." she smiled as her eyes began to glow an eerie purple.

Etan shuddered as he felt her slip into his brain, it felt like being stripped naked. His thoughts and memories were laid bare for the witch to see and pick through, nothing was hidden from the probing eye. The prince had some idea of what they were looking for, and his mind betrayed it to them.

"The lock is the castle, the key is the staff." Darcy murmured, still in a trance.

"What the hell is that supposed to mean?" Stormy said.

"It means that this planet's magical energy core is somewhere in the castle, but we need a staff to find it." Icy stated, as if it were obvious.

Darcy closed her eyes, breaking the telepathic signal between her and Etan, and stood up. "Let's have the prince here show us the staff, he knows what we want." she said, pulling their prisoner up by the collar.

"Promise me..." Etan croaked, his voice mostly gone, "Promise me that you won't hurt my people... That you'll leave the citizens of this planet alone."

The witches laughed in unison as they forced him to his feet. "Sure thing. We won't touch a hair on their heads." Icy promised, a sly grin on her face. "Now take us to that staff so we can unlock the magical treasures of this pathetic planet."

The trio followed Etan up a spiral staircase and into an ornate chamber decorated in the Padasma colors. In the center of the room was mounted a black iron staff topped with a radiant amethyst, which glowed softly with power.

"That staff contains all the power of the dark side of Divisia," Etan said wearily, all hope lost. "Take it and leave."

"We're not gonna leave until we suck your planet dry!" Stormy cackled, making a grab for the staff. However, Icy snatched it first.

"With this we can find out where to activate the Planet Harvester, which will absorb this realm of all its magical essence!" she gloated.

The staff glowed and quivered, pointing towards the pentagram in the courtyard, indicating it as the location which hid the fabulous secret powers of Divisia. The sisters grinned and immediately headed in that direction.

Etan could only hang his head as the witches planted his father's staff in the center of the pentagram, causing the earth to shake as the very planet was slowly unlocked. The prince was wracked with self-loathing, it was his weakness that had led to this. His weakness alone caused the downfall of his planet. But, as he watched the witches activate their machine, something began to whisper inside Etan's brain.

_"Is this what you want?" _the shadowy voice echoed inside his mind, causing chills to run down the princes' spine. _"They'll kill them, you know. All of them. You can never trust a witch." _

"Who.. who are you?" Etan said out loud, completely bewildered.

_"Is that what matters to you at the moment? Or do you, perhaps, wish to prevent your father's murderer from stealing the life of your planet? Personally, I would consider the latter far more important."_

The prince's eyes hardened like steel. "Tell me how." he growled roughly.

_"Why, it's simple. You still live, you continue to draw breath. Therefore, can you not fight?"_

* * *

The witch trio poured their energy into the Planet Harvester as the very center of the realm opened itself and presented its power. Two brilliant balls of pure magic spiraled around each other, one dark and one light.

"This is weird, is it supposed to look like that?" Stormy asked.

"Inconceivable!" Icy exclaimed, "This planet has two magical cores!?"

Distracted by their work, the witches didn't see Etan approach them, transformed for battle and blazing with fury. Before they could react, Etan blasted the trio away from the Planet Harvester and grabbed it himself, feeling a rush of exhilaration as the device attached itself to him.

"You will NOT destroy my home!" he shouted, as if his mere words would prevent any calamity from happening. However, the sad truth of the matter was, the prince had no idea how to shut down the device.

A second later, it was too late for any of that to matter. The dark core of Divisia separated itself from the light, and was assimilated into the Harvester.

"NO! We were supposed to be holding it!" Icy screamed.

The dark core's power flowed into Etan as it was siphoned from the planet, causing the entire realm to quake. The prince screamed as his body was consumed by the pure energy. Black magic pulsed through Etan's veins as the very life of Divisia's dark half entered him, corrupting every inch. Horns sprouted from his brow and joints, his pupils turned to mere slits, his nails sharpened into claws, and his fairy wings grew into shadowy tendrils. It was overwhelming to the point where he could no longer hold on to consciousness, at which point he collapsed.

"Whoa, look at what happened to him." Darcy commented, her eyes wide with shock.

"You think that could have been us?" Stormy said nervously.

"It doesn't matter now, he ruined everything!" Icy raged. "Let's ditch this realm before it implodes. Darcy, summon a portal."

The brunette was about to comply, when she took another look at the prince laying on the ground. "You know, maybe we can still take the magic from him." she said, hoisting Etan onto her shoulder.

"Hmm, good idea," Icy agreed. "Now get us out of here!"

* * *

Citizens of both Serdia and Kerpria ran in a mad panic, but nowhere was safe. The ground shook and buildings crumbled to dust, forests wilted and rivers ran dry. Without the dark half of the core to support the light, Divisia was collapsing upon itself. The earth split where the magical vein had been opened, creating a chasm that engulfed the Padasma castle and stretched across the realm. The fissure lines raced across the planet, cracking it as if it were an egg. Eventually the catastrophe came to a head, and with scarcely a sound in the depths of space, Divisia died.


	4. Damaged Soul

Lucian arrived at the Alfea school for fairies without incident, although the memory of the storm that had brewed the day he left his home still weighed heavily on his mind. The prince was not the sort to fret unduly, and he trusted the abilities of his father and King Padasma when it came to the defense of the realm, but something did not sit right in his heart. He had a gut feeling that something bad had happened, but there was no way to confirm or deny his suspicions, since Divisia was so out of contact with the other planets of the Magical Dimension.

The school had been quite accommodating the the prince so far, and he felt comfortable and safe within its walls. The city of Magix was far more modern than anything he was used to back home, but Lucian adapted quickly. Though he still felt uneasy, he was calmed by the friendly surroundings. Currently, he was attending a basic magic class taught by Professor Wizgiz. Thanks to his prior schooling on Divisia, Lucian was far ahead of the other freshmen.

"My my Lucian, that light orb you've conjured is bright enough to be a tiny sun!" the diminutive professor complimented his new student. "Is light magic perhaps your specialty?"

"It's my family's heritage, but I'm actually not that adept with it compared to those before me," Lucian replied. "I've found that I work best with the earth and soil."

"Amazing! It seems the magic training you've had previously puts you above most of our beginning students," Wizgiz said rather loudly, oblivious to the glares he received from the other freshmen in the class. "I'm going to recommend you to an advanced placement class, taught by our very own Winx Club!"

Lucian arched his eyebrows. "Just like that, all because I did a decent spell?"

"My boy, not only are you unique in that you're a male fairy, but you also already have control over multiple elements! I feel that you'll do well in a harder class. Don't worry, you won't be alone! You're not the ONLY freshman with remarkable talents this year!"

And so, just like that, Lucian was whisked away to a different classroom. He was very surprised, he had always thought that the magical training he had been provided during his life was normal, but it seemed that many of the freshmen in his class hadn't had much experience with magic at all. As he opened the door, he noticed that there were only a few students at their desks.

At the front of the classroom stood the famed Winx Club, each one of them uniquely beautiful in her own way. Lucian was particularly mesmerized the tall blonde, who held a regal demeanor that practically demanded respect. Stella, Lucian thought. The blonde is Stella, princess of Solaria. The prince had heard much about the Winx ever since he got to Magix; their names, appearances, what planets they hailed from, all of it. They were practically celebrities, no doubt owing to the fact that they had taken down some of the galaxy's most wanted criminals.

"Okay class, you're all here because you've shown exceptional promise with your abilities," Layla began. "We're here to help you hone those abilities, not, as some of you are no doubt hoping, to teach you how to defeat nefarious villains."

A few of the freshmen groaned audibly, confirming Layla's statement.

"Layla is right. The situations we've been in were not fun or exciting, but very dangerous. To put it bluntly, we're extremely lucky that all six of us are still here." Bloom said. "As fairies, you have a responsibility to uphold the side of good, but that doesn't mean you should go looking for trouble."

Bloom's words made Lucian think back to the day he had left Divisia. None of the people of his realm had looked for trouble, yet something happened. He didn't know what, but it couldn't have been anything but trouble.

"What if trouble finds you?" he found himself asking out loud, without even thinking about it.

"Well that's what this class is for honey," Stella replied. "When you've got no other option and you're staring down some big ugly monster, sometimes you just gotta magically kick its ass, and we'll help you do that."

"Stella!" Flora reprimanded. "That's exactly the opposite of what we're trying to teach right now!"

"Well sorry for telling it like it is, Flora."

Lucian couldn't help but agree with the Solarian princess. He understood what Bloom and Layla were trying to say, but sometimes there's really no other choice.

"Anyways," Bloom continued, giving Stella a look that could only be between best friends, "Today we're going to go out into the courtyard and share what specific powers we have. This will be a good opportunity for you students to get to know each other, and us."

As the group made their way out into the courtyard, Lucian really noticed for the first time that he was the only male there. Being in Wizgiz's class had distracted him from that somewhat, since the teacher was male as well, but now he truly realized that he was surrounded by more female fairies than he had ever seen before in his life.

"Roxy, would you like to go first?" Bloom asked the pink haired girl at the front of the group. "We already know your powers, but it would be a good demonstration for the students that don't."

The girl nodded affirmatively, closing her eyes and spreading her arms as she began to transform. A soft green glow encircled her as she floated off the ground, shedding her plain clothes as more intricate ones replaced them. Completing the transformation, two large shimmering wings emerged from her back.

"Hey! If she's a freshman like us, how come her wings are so big?" one of the other students asked.

"That's because Roxy is an earth fairy, who's magic is powered by the belief of the humans on earth. For them, Believix is their default form." Tecna explained, in her usual textbook fashion.

"Does that mean she's stronger than us then?" the same student persisted.

"Of course not," Roxy replied. "I've only just begun to learn how to use my magic. Just because my wings are bigger doesn't mean I'm more powerful."

Lucian noticed that the pink haired girl had responded rather uncomfortably to the question. She must not be too sure of herself, the prince surmised. Roxy went on to explain that she was the Fairy of Animals, and demonstrated her power by calling a flock of songbirds to her. The birds flew in the patterns she conducted with her hands, and sang a tune that she herself orchestrated.

"I taught her that one." Musa remarked, looking proud of herself.

When Roxy finished, she was given a round of applause for her performance. The girl bowed slightly, then transformed back into her regular attire and sat down on a rock.

"Very good! Who would like to go next?" Bloom asked.

Feeling fairly confident, Lucian raised his hand. _It may not be as intricate as Roxy's, but I think I can put on a show as well._

"Yes, the blonde haired boy, you may go. First, can you tell us your name and planet of origin?" Tecna questioned.

"I am Prince Lucian Sheridel of the kingdom of Serdia, located in the realm of Divisia," the prince replied, unsure of how he felt about the technology fairy's very forward way of speaking.

"Divisia, fascinating. I believe you are the first being to ever leave that realm." Tecna said, pressing a few buttons on her wrist device.

"Um, yes, that's true..."

"That is quite an accomplishment, you may proceed." the fairy stated matter-of-factly.

Lucian clenched his fists and concentrated, materializing his battle outfit and fairy wings in a quick flash of light. Leaping into the air, the prince commanded a pillar of earth to rise from beneath him, providing a perch from where he directed four smaller clumps of ground, which whirled around him.

"That's cool and all, but could you put the courtyard back the way you found it when you're done?" Musa called up to the prince. With a small smile, Lucian floated the pieces of earth back to where they were before, and collapsed the pillar back into the dirt.

"Pretty good," Stella commented. "Of course, my first magical demonstration was flashier."

"Stella!" Flora cried out once again, exasperated.

"What? Just telling it like it is."

* * *

Things weren't nearly as jovial in the headmistress's office. Faragonda sighed and shook her head at the report that had just come in; the Trix were still at large. After the Winx had defeated the mutant merman Tritannus, the criminal witches had vanished. Despite what she had told the Winx when they went to defeat the rogue merman, Tritannus wasn't the threat he had been made out to be. He was dangerous, to be sure, but Faragonda correctly predicted that he was too shortsighted to reach his goal.

She had needed the girls to take him seriously, because if the Winx could defeat him, then the law enforcement of the greater realms wouldn't have to get involved. Her plan had worked for the most part, but she hadn't counted on the Trix escaping. They were magically inferior to the Winx, but the former senior witches of Cloud Tower still posed a greater threat to the galaxy than Tritannus ever could have hoped to be.

The reason for this was their uncanny knack to unearth far more powerful evils, evils that should remain buried. Valtor, the Shadow Phoenix, the Ancestral Witches, the Trix were linked to all of the monsters that had recently plagued the Magical Dimension. It was a miracle that the universe had avoided all out war with these forces, a miracle Faragonda attributed to the Winx Club.

But the Headmistress knew that the Winx's luck wouldn't last forever. When the Army of Decay had attacked Magix they had come very close to being destroyed, as was the case when Lord Darkar unlocked the dimension of Realix. One slip up, one mistake, and they would have lost everything. That was why Faragonda so desperately wanted the Trix imprisoned, to prevent as many future disasters as possible.

"Oh Griselda, some days I feel like all I'm doing is building a paper dam against an oncoming wave of evil. The fairies at this school shouldn't be expected to fight for their lives, yet every year it seems we are visited by some new horror." the Headmistress sighed. "And those witches, I just know they're already planning to release the next one."

Griselda put a reassuring hand on Faragonda's shoulder. "You've guided them this far, you've no reason to think they can't handle whatever comes next."

"I dearly hope you are right."

* * *

With a faint groan, the last prince of Kerpria opened his eyes. He laid on the cold hard ground of some ancient fortress, which reeked of decay and black magic. He tried to remember how he had gotten here, what had happened to him, but his mind was blank. Then he spied the golden orb sitting on the pedestal across the room, and his brain overloaded with knowledge.

He recollected everything; Lucian's departure, the dark storm, the witches destroying the Serdian palace, and especially the death of his father. The king's killer still cackled inside his head, the cold laughter chilling him to the bone. Then more memories flooded him, memories of his childhood, and then memories that were not his at all. He saw the times before him, his father being crowned, the dark times of war with Serdia, and the massive empire of the Kerprian king Tiranox.

All the knowledge of Divisia's dark side dwelt within him now, as did the magical power. The prince looked at his hands and saw they were twisted, with gnarled claws and veins. He felt the horns that protruded from his shoulders and forehead, and ran his tongue over the vicious fangs that now occupied his mouth. As his yellowed eyes swept the room, he spied a pool of water. Hesitantly, the tormented figure crept over to it, and peered down into its depths.

As he saw what he had become, the prince howled, an unearthly scream that shook the very foundations of Shadowhaunt.

"I am an abomination... yet I live, while my planet..." he knew what had become of it, despite not witnessing the destruction himself. The creature could tell that Divisia was dead, in his mind and his soul. "I suppose Etan died with his realm as well, as this monstrous body could never be his."

The horned figure sat down upon the rim of the pool. "With all the knowledge of Kerpria dwelling inside, who am I now? Could so many memories have a name to describe them?"

He once again looked into the shadowy liquid, searching for an answer there. To his surprise, a faint image materialized beneath the surface. It appeared as some sort of bird, flickering back and forth as a flame would.

_"You desire a name, something to call your wondrous new form?"_ the being in the pool whispered. The voice frightened the prince, yet it sounded familiar. _"You possess the memories of your ruined home, search through them, and you will find a moniker suiting one such as yourself, a creature of power and ambition."_

"Ambition? What could I possibly strive for now? My realm, my family, all of it is gone. I have nothing left in this universe. I have power now, but it came too late for me to use it to protect what I loved."

_"Surely with your new wisdom you realize the possibilities before you. What you love is gone, but with your strength, you could bring it back. Is that not worthy of your ambition?"_

His eyes opened wide. He knew what he had to do, and he knew who he was. "I am the last of my race, the new king of Kerpria, and rightful future ruler of Divisia. Fate has given me this power for a reason, and I will fulfill my duty. I will bring my realm back, no matter the cost of blood or tears, for I am a conqueror. I am Tiranox."


	5. No Rest for the Wicked

In the ancient library of the Shadow Phoenix, the three witches were going over countless tomes and scrolls. Darcy had insisted that one of Lord Darkar's old books would contain a spell which could transfer the magical energy from the Kerprian prince they had captured to themselves, but so far nothing about energy transfer had come up. Icy had tried using the Planet Harvester, but it didn't react at all to organic beings.

"Is it really safe to leave our prisoner down there with all of Darkar's artifacts?" Darcy asked nervously, putting down a scroll as she suddenly thought about the open space in which they had left the Kerprian.

"Please, he's been sleeping since we brought him here. And besides, even if he did wake up, what could he possibly do? Shadowhaunt drains fairies of their magic, he's powerless right now," Icy replied with a look of scorn at the brown haired witch. "Don't tell me you're afraid of a little lost prince who just happened to get his hands on some planetary energy."

"I'm not afraid, just properly cautious. And I don't know if we can count on Shadowhaunt's fairy sapping powers, because I don't think he's a fairy anymore. You saw how he looked after the accident, no normal fairy looks like that."

Icy pondered her sister's words. If it was true that their Kerprian captive could function in the depths of the Under Realm, it would be dangerous to leave him unsupervised. Especially in the weapons chamber. Who's bright idea had that been? The frost witch thought sarcastically.

"Stormy, go check on our guest. Make sure he's still napping, and if he isn't, shock him until he is." Icy ordered her youngest sister. "Then move him somewhere else, maybe the throne room or something."

"Why not the cells?" Stormy suggested.

"Because those were destroyed a long time ago, you idiot. Remember the whole battle thing that happened here? That was kind of a big event." her leader responded scathingly.

"Just trying to help..." the weather witch muttered, walking out of the library. Every time she had an idea, Icy would shoot it down. It wasn't fair, but there was nothing she could do about it, because the frost witch was the boss. Stormy descended the spiral staircase into the main antechamber, and turned right to go down the steps that led to Darkar's weapon vault. She never made it past the first step, as the weather witch was unexpectedly blasted by a beam of dark energy. She flew backwards into the wall, and sunk to the floor with a groan.

The witch was dazed but conscious, her eyes transfixed on the figure that was rapidly approaching her.

"Where is the white haired one?" he demanded, lifting Stormy up by the neck. "I have business with her."

Petrified with fear, the frizzy haired girl could not vocalize a response, and instead gestured to the spiral staircase that led to the library.

"Thank you," the horned man replied, throwing Stormy to the ground as he marched toward the stairs.

"_Darcy! Please, PLEASE hear this!_" the weather witch attempted to project telepathically. Mental magic was not her strong suite, so she could only pray that her sister would pick up the signal. "_The prisoner is awake, and at full power! I couldn't do a thing to stop him, and he's headed for you and Icy!_"

* * *

Darcy's head snapped up from the book she had been absorbed in reading. She had received Stormy's message loud and clear.

"Shit. Icy, we're about to have unwelcome company." the dark witch said. She could hear his footsteps as he approached the door, and readied herself for battle.

"I knew we should have killed him when we had the chance, but NOOO, you had to insist on bringing that monster with us!" Icy complained. "This is all your fault, Darcy!"

"I'll be happy to listen to your witching some other time Ice, but right now we've got bigger problems."

Both witches tensed as the door burst open, sending splinters flying everywhere. The horned being emerged through the doorway with primal rage in his eyes, dark tendril wings lashing out behind him as he approached his prey. Black orbs pulsated in his hands, fluctuating with unrestrained power.

Tiranox took in the sight of the women before him, vile murderers both. At this moment, the fragment of Etan that was trapped in the sea of Kerpria's magic and memories came boiling to the surface. The prince wanted revenge, and his need was more powerful than any other desire.

"White haired witch, you will die first," Tiranox growled. "You will finally be held accountable for your crimes."

Icy was afraid, but she refused to show it, instead answering with a flurry of ice daggers speeding towards her foe. They appeared to connect with her target, but instead of puncturing his purple skin, merely melted away into nothingness.

"I suppose I have you to thank for this power, but it wasn't worth the cost. The loss of a home is too great a price to pay for any amount of magic." Tiranox narrowed his eyes and sent forth a wave of light from his hands, slamming both witches against a bookcase.

Icy attempted to stand, but before the she could properly respond, a shadowy tentacle wrapped around her throat. It lifted her off the ground and began to squeeze, causing the witch to claw madly at it while vainly gasping for air. Tiranox took no sadistic pleasure from his victim's spasms, but had an air of calm satisfaction.

"Stop it, please!" Darcy cried, feeling more emotion than she had ever thought possible. "We'll do anything if you just spare our lives!"

The horned man regarded her offer with disdain. "You have nothing that I want. You cannot bring back the planet that you so callously destroyed."

Darcy's eyes lit up, there was a chance after all. "But what if I told you that we could?"

Tiranox promptly dropped the near-dead witch he had been strangling, and turned to face the brunette that had so boldly put forth the notion that she and her sisters could revive Divisia.

"Speak quickly," he ordered, glancing at Icy, who was on her hands and knees, gasping for air. "Or I shall finish what I started."

To her good fortune, Darcy had earlier stumbled upon a grimoire which contained a spell that could theoretically resurrect a dead planet. It centered around the creation of an object known as the Keystone, a mystical vessel designed to store immense amounts of power. Power which could, Darcy surmised, be used to create an entire realm. She had no way of knowing for sure if it would actually revive Divisia the way Tiranox wanted, but at the very least it would preoccupy him long enough for she and her sisters to get as far away as possible.

Tiranox studied the ancient text Darcy had provided, his mind racing. The wisdom of Kerpria's olden days gave him insight as to how the spell was performed, creating the Keystone would be a mere trifle. The trick would be to fill it with enough energy to meet his demands. But he knew how he would do it, by using the very weapon from Kerpria's dark past that had destroyed his home; the Planet Harvester.

"_Why not take the magic of other realms?_" that same familiar voice whispered out of thin air. Tiranox looked around, it seemed that the witches had not heard it. As a matter of fact, the witches were not there at all.

"They seek to flee? How amusing." the horned man said, closing his eyes and raising his hands over his head. In a flash of violet light, the Trix materialized before him, thoroughly confused.

"But- how-" Darcy stammered, eyes flicking back and forth in a panic.

"I had assumed you would try to run from your fate, so I marked you three with a recall spell. It is an old Kerprian technique that was once used to reign in troublesome slaves."

"I am no one's slave!" Icy howled, conjuring a blade of ice and charging at Tiranox. He caught the swinging sabre with his hand and shattered it effortlessly.

"If you wish to prolong your miserable life, you will be," he replied to the seething witch. "Make no mistake, you will all die for your sins, but until your execution day, I have a use for you. I require the magical energy of other realms to revive my own, and you shall lead an army to harvest this energy."

"But why us? Can't you just do it yourself?" Stormy questioned.

"I could, and more easily too, but that would defeat the purpose of recreating Divisia. If I am a known criminal once my planet is reborn, what is to stop the realms I attacked from retaliating? For this I need you to take the fall."

Icy clenched her fists, she was practically boiling over with rage. She had told herself that she was done being the stooge for some other villain, that she was through with running errands for the universe's next supposed big bad. Tritannus had been the last straw, after his betrayal, she had sworn to be no man's servant. But this monster before her left the witch with only two options: submit or die.

"We'll do it," Icy finally caved in. "But I don't see any army, and we only have one Planet Harvester."

"I possess the knowledge and skill to duplicate the Harvesters, as they were a weapon forged by my namesake in Kerpria's dark past. In his old age, the first King Tiranox sought to leave Divisia and take the power from the unknown worlds above to prolong his own life. As for the army, I leave that to you resourceful criminals."

Darcy was still visibly shaken, but the shadow witch's mind was always on the move. If she couldn't escape Tiranox's service, then she would convince him that she was too useful to ever get rid of.

"I know where we could get legions of powerful soldiers that would be more than happy to destroy some realms and take their magical energy; the Omega Dimension." she offered smoothly, stepping closer to the horned man.

"I do not wish for any more realms to be destroyed!" Tiranox shouted, one of his wing-tendrils lashing out and smacking Darcy to the ground. "The Planet Harvester can be controlled in such a way that it can take magic from planets without permanently damaging them. That is what you shall do, I do not wish for anyone to repeat what I have suffered."

Icy curled her lip in contempt. Not only was she being forced to serve someone other than herself, her new master had MORALS. The mere thought was disgusting to the witch, but she didn't dare voice her opinion.

"Still, the Omega Dimension of which you speak sounds promising," Tiranox continued. "We will travel there shortly to set up my new base of operations. I wish to leave this place, there is... something here which unsettles me."

"_You can leave the Under Realm, you can flee as far as you wish, but you'll never be rid of me._" the voice suddenly whispered, that same dark sound that echoed for eons in his mind whenever it spoke. "_We're linked, you and I. Two sides of the same coin._"

"Leave me..." Tiranox growled, putting a clawed hand to his forehead. Mistakenly believing that he was talking to them, the Trix quickly scampered out of the library and down the stairs.

"_But where would you be without me? I've been the only thing that's kept you going. You need me_."

"Enough! Bother me another time, I am not in the mood for your games now!" the horned man roared, shattering a table with his fist.

"_Very well, we will talk another time. And believe me, you will want to listen..._"

* * *

**Author's note: if anybody was wondering why I put Roxy in the freshman class instead of the sophomore class last chapter, it's because I don't think the events of season 5 covered a whole year, and in this story's continuity Roxy put off attending Alfea for a while. Also because it's convenient for the story. That's actually the main reason. You got me.**


	6. Dear Father

Lucian stirred restlessly in his bed, tormented by the dream he had been having for the past few nights. He was back in Serdia with his family and Etan, enjoying the sun and the shimmering waves of the lake on the edge of the city, when the sky brewed with the same storm he had seen when he left Divisia. The lake instantly froze over, trapping his sister Cassandra within it. Every time, Lucian tried to act, but he found himself rooted to the ground.

Then a lightning bolt descended from the sky, just as it had the nights before, and struck Etan, causing him to scream in agony. The Kerprian prince hunched over in pain while Lucian looked on, helpless. Then his friend began to change, sprouting horns and growing wicked claws. Black tentacles sprouted from his back as he let out a bloodcurdling roar. Then came the worst part of the dream.

The monster that was once Etan proceeded to tear apart and devour Lucian's father and mother, ripping them limb from limb as he sunk his teeth into their flesh. Their screams sounded so vivid and real that Lucian couldn't help but scream back.  
Then he woke up.

The prince was sure his dreams were prophetic. He had never been good with astral magics or predictions, but in his heart he knew that the repeated nightmares had some sort of metaphorical meaning, he just didn't quite know what it was. He had thought about asking Faragonda about it, but the Headmistress was particularly stressed lately, and he didn't want to add to her worries.

So Lucian kept his distress inside, not reaching out to his teachers or his fellow students. He tried to be as cheerful as possible during classes, and was as amicable as he could be with his new friend Roxy. The prince and the fairy of animals hit it off almost instantly after their first class together, both of them impressed with the other's magical display.

Lucian had been worried that he would have trouble making friends due to the lack of male students, but Roxy's personality and outlook on life made her a natural companion to the prince. Roxy herself found Lucian's heritage fascinating, and enjoyed listening to his stories of home. He was also a breath of fresh air from hanging out with the Winx Club, as the six of them were so tightly knit that she often felt she was intruding when spending time with them.

Though it had only been a week since school started, Roxy felt that she already knew Lucian quite well, and she could tell that something was upsetting him, despite his efforts to hide it.

"Hey man, I can tell you're bummed about something. I don't know if it's anything major, but if you want to talk about it sometime, I'm up for listening." Roxy said out of the blue to the prince while they were eating in the cafeteria.

"Oh, it's not much to talk about," Lucian replied, surprised that she had sensed his mood so well. He thought he had been doing a decent job of appearing normal. "Just a dream I've been having, a bad one."

"The same dream? More than once?" Roxy questioned. She sensed that there was a bit more than that.

"Yeah, for the past few nights. It's... well, it reminds me of something that happened when I left Divisia. It was this unnatural storm, it came from nowhere. I don't know what happened after that, and I guess that's what's been haunting me."

"Sounds like your dream has some kind of message in it to me. You should ask one of the professors about a scrying spell, maybe that will tell you more about things. I heard that witches are better at it though, and the teachers have been pretty busy lately..." Roxy furrowed her brow in thought, she really wanted to help her new friend.

"Hey, I know!" the fairy snapped her fingers. "We can ask Mirta! She's a couple years ahead of us, but she's good friends with the Winx Club. Mirta used to be a witch, so she probably knows how to use scrying spells and stuff like that."

Lucian raised his eyebrow. There were no witches on Divisia, and there hadn't been for a thousand years. It had been a shock when

he'd first heard that their was an entire rival school for them in Magix, and it was an even bigger one to hear that witches could somehow become fairies.

"This Mirta, can we trust her?" the prince asked.

"Of course you dork," Roxy responded playfully, amused at Lucian's hesitation to consort with the former witch. It was especially funny to her, since she knew that Mirta was one of the kindest, sweetest girls in the school.

"I'm merely being cautious, I've heard things about witches from some of the other students. I apologize if that was a rude question."

"It's fine," the fairy giggled. "You need to loosen up a little, Lucian."

The next day, Roxy and the prince went to see Mirta. She wasn't hard to find, as Flora had informed Roxy that the shy redhead enjoyed reading in the library during her breaks. She was sitting in the largest armchair in the library, which made the short girl look positively tiny by comparison. In her hands was a copy of a novel that only Roxy recognized; an earth book entitled _Stephen King's "It"_.

"I didn't know they had earth literature at Alfea," Roxy said as she walked up to Mirta.

The former witch hastily looked up from her novel, startled by the company. "Oh, Bloom brought in a lot of her old books this year," she replied. "I had no idea she liked to read things this scary! I'll never look at clowns the same way again."

Lucian thought it odd that one who once studied dark magics would be frightened of clowns, but said nothing. There was much he had yet to understand about the wider world of the Magical Dimension.

Noticing the prince standing there, Mirta stood up to introduce herself. "Um, I don't believe we've met. I'm Mirta." she said, extending her hand shyly.

"I am Lucian. It's good to meet you, Mirta," he replied, shaking her hand warmly. "I don't mean to be a bother, but Roxy told me that you may have some experience with scrying spells."

Mirta shook her head affirmatively. "It was my best class back at Cloud Tower, mostly because it didn't involve boiling small animals alive or channeling my inner malice. Do you need something predicted, or maybe help recalling something from your past?"

"Sort of. When I left my planet, something happened, but I couldn't quite see it. Is there a way that you could provide a vision of what happened to my home that day?"

The red haired girl scratched her head in thought. "I might be able to do that. The spell would work best in your room though, since you have the closest ties to your realm."

The trio left the library and went to Lucian's dorm, which was in the far end of the student wing, separated from the other rooms. The prince was glad he had recently tidied up, it would have been embarrassing to have his new acquaintance walk in on a mess.

Mirta sat down on the floor and pulled a bag of shimmering powder from her pocket. She scattered it in a circle pattern and closed her eyes.

"I'll need an object that has strong ties to your realm, Lucian." the former witch said.

The prince thought for a few seconds about what possessions would be strongly linked to Divisia, before reaching the logical conclusion. He opened an elongated wooden box that laid next to his bed, and removed his father's staff, the symbol of Serdian royalty and power. He could feel the magic radiating from it as he held it in his hands, and the warm glow reminded him of his family.

He handed the staff to the redhead and stepped back to let her do her work. She grasped the oak rod tightly and began chanting in a language that Lucian didn't recognize. The space inside the circle began to ripple and distort as if it were water.

"Lucian, I need to to touch the circle now and concentrate on what you want to see."

The prince nodded and kneeled down, gently placing his fingers on the shimmering surface. He shut his eyes and remembered the storm, conjuring the most vivid memory he could. When he opened his eyes, the liquid-like circle showed his home realm of Divisia. Just as he had imagined, the unnatural storm was present in the sky, however, this time Lucian was viewing it from below, rather than above.

He watched as the witches descended from the clouds, as they wreaked having on his home, as they struck down his and Etan's family, one by one. Lucian attempted to hold back tears, but there was nothing that could keep him from crying at the carnage he was seeing before his very eyes. Mirta watched in horror as well, immediately recognizing the trio causing the devastation.

Unable to watch any more, Lucian swept the magical power away with his hand, ending the scrying spell. Roxy put a consoling hand on his shoulder, but she knew that nothing could be said or done to lighten her friend's heart.

"How... Why..." the prince whispered, completely overcome with grief. The bad feeling he'd had previously was nothing compared to the reality he faced. Everything he knew and loved was gone, there was no place for him to call home.

"Lucian, I-" Roxy began, but didn't finish. With one glance from his damp and reddened eyes, she could tell that he needed to be alone.

She and Mirta left the room quietly, deciding that the most vital thing to do now would be to inform Faragonda of what they had witnessed.

The last prince of Serdia wept for what seemed like an eternity, cradling the staff his father had given him. _If he had possessed this, he would have had a chance.._. Lucian thought forlornly. _He gave me the source of his power, if it wasn't for me my family would still be alive... it's all my fault..._

* * *

Tiranox regarded the icy landscape of the Omega Dimension with mild distain. The frozen planet was not an ideal base of operations, but he supposed it would have to do. The ice worms that had attacked him and the witches upon entry were easily dispatched, and he could see no sort of civilization anywhere.

The Trix accompanied him as he walked through the frozen corridors, Darcy by his side, Icy and Stormy behind, struggling to carry the weapons and equipment their new master had ordered them to bring from Shadowhaunt, specifically, the multiple Planet Harvesters he had created. Icy resented her sister for selling out so easily, pandering to that freak just like she had done with Valtor.

"Darcy, where is the army you promised me?" the horned man demanded of the brunette at his side.

"Sealed in the ice," the witch replied. "But surely you could awaken them?"

"In time. First, I shall construct a palace befitting a king such as myself. Stand back, witches."

Icy scoffed at the very idea of anyone being able to erect an entire castle with just a spell, but her skepticism was quickly put to a halt by the rumbling of the earth beneath her feet as Tiranox directed the stone beneath the ice to come forth. Vast quantities of dark gray rock built upon each other, breaking, shifting and changing form as the horned man desired. The witches gasped as they gazed upon the fortress risen from the ground, a near perfect replica of Kerpria castle.

More than ever, the white haired witch hated Tiranox for possessing the power that should have rightfully been hers. If it wasn't for him interfering, I would be rearranging the cosmos right now, she thought bitterly.

Her thoughts were interrupted as the horned man gestured for them to enter his newly made lair. The inside of the castle was as detailed as the exterior, with the stone shaped to mimic its creator's old home as best as it possibly could. One thing was different though, a hidden door that concealed a long flight of stairs. At the bottom of the stairs was a curious chamber, furnished with only a simply carved throne and an interesting pedastal.

"Stormy, bring me the Keystone ingredients." Tiranox ordered. The weather witch rushed to comply, offering him the powders and elixirs he required. He then produced a small glowing orb, seemingly from out of nowhere, and placed it upon the pedastal. The orb was then drenched in liquid from the bottles Stormy had brought. As the final ingredient, Tiranox breathed a small pinch of crystallized red dust into the center of the object, causing it to pulse and quiver.

"Become the vessel, the infinite void of power, the sacred stone, worlds shall you devour..." the horned man chanted, placing a clawed hand on the Keystone. The glow faded away and revealed a rather dull looking rock, which radiated a very faint magical energy.

"That's it? It looks like any other stupid old rock." Stormy commented.

"Watch your tongue, slave," Tiranox told the witch with the same tone one would use while talking to a disobedient dog. "It is small now, but with each planet you harvest, it will grow larger and more powerful."

"Then let us hope it grows very large indeed." Icy said, a wicked smile on her face. Her sisters were confused by their leader's sudden change of heart, but that was because neither they nor Tiranox noticed the tiny shard of ice embedded in the Keystone, subtly slipped in with the red powder.

_We'll see who grows more powerful with each planet harvested, you pompous bastard_, Icy snickered inwardly. _You should have learned by now, NEVER trust a witch._

* * *

Parrak was dumbfounded. He had just witnessed something he never thought he'd see on the miserable frozen dirtball he was trapped on, a huge palace sprouting from the earth as if it were some kind of plant. The large black griffin had been trapped on Omega for a long time, spending the majority of his incarceration encased in ice with the other prisoners. Then, about two years ago, he had inexplicably been freed.

Most of the other criminals had headed towards the portal that had randomly appeared, hoping to escape to wherever it led, but not Parrak. He had stayed behind and watched with amusement as the villains who had attempted to break out were promptly returned and re-frozen. The griffin considered himself a more intelligent predator, but to most he was an opportunist and a scavenger. Now, he set his sights on whoever raised up that castle.

The massive interior of the fortress gave him more than enough room to manuever. In fact, it almost seemed as if it were built for creatures his size. He searched the place high and low, but could not find the beings he had seen enter the place. Then he noticed the smaller passageway, something he never would have spied if someone hadn't left the door open.

The beast slipped through the entrance and down the stairs, mentally preparing himself for the confrontation with whatever magical creature dwelt below. He was as overconfident as a griffin could be, completely sure that his impressive size, wicked beak and curved talons would intimidate anyone into surrendering their valuables.

"Heeeere's Parrak!" the griffin squawked menacingly as he entered the lower chamber, green eyes glinting evilly. However, to his surprise, the four humanoids weren't panicked in the least.

"Huh, didn't know there were animals other than ice worms on this planet." Darcy said, only mildly interested in the beast's presence.

"You have violated my sanctum, creature. State your business." Tiranox growled.

Parrak's expression changed from fierce to confused in a fraction of a second. "Well I was PLANNING on robbing you, maybe killing and eating you, but things are going differently than I imagined."

Stormy laughed. "Kill us? A mangy lump of feathers like you?"

Now the griffin was offended. "I'll have you know I've eaten my fair share of witches and fairies in the past! There's a reason I'm here on Omega, you know."

Tiranox was amused by the supposedly fearsome creature. He had come to the realm to gather an army to do his dirty work, and the first candidate he found was a monster that talked like a man.

"What is your name?" he asked the beast, stepping forwards. Without even thinking about it, the griffin took a few steps back.

"I'm Parrak the Destroyer, once a famed scourge of the magical dimension! Who wants to know?"

"Emperor Tiranox, once and future ruler of Divisia, and your new master."

Parrak didn't have a retort for that. In fact, his instincts told him to submit. The horned man before him was a scarier monster than he could ever hope to be, and it would be foolish to not bow to the apex predator.

"I had not intended for any of the criminals here to know my face or name, but you could be useful to me, Parrak." Tiranox said, rubbing his chin. "Icy, you are to be the leader of the army, but when I am not watching you, Parrak will be. He will be my eyes and ears among the troops, telling me of anything that might threaten my anonymity."

Suddenly the horned man grabbed the griffin by the mane, pulling him close. "No other is to know of my existence. For all intents and purposes, the white haired witch is the mastermind of the attacks that will take place against the magical dimension. Do you understand?"

"Clear as crystal..." Parrak croaked.

"It is now time to awaken my slumbering servants. Icy, you will do the deed. Thaw this planet and free the beings trapped within." Tiranox ordered.

The frost witch rolled her eyes. "I may be able to defrost one or two at a time, but I'm not strong enough to melt the whole damn realm."

In a flash she was lifted off the ground, shadowy tendril wrapped tightly around her throat. In her eyes was a look of defiance mixed with abject terror, the witch remembered the last time she was in this situation all too clearly.

"You are right, you are weak. So are your sisters, too weak to lead an army. I suppose I will have to change that."

Energy coursed from Tiranox's body and flowed through his distorted wings, which reached out and touched the cowering witches. Their bodies convulsed as they were filled with magical energy, writhing and shivering as the power raced from their fingertips to their toes.

"I feel so ALIVE!" Stormy shouted as she transformed, her miniskirt replaced with an ancient Kerprian battle uniform in the same crimson color. Gauntlets formed on her fists, and from each extended three wicked claws.

Darcy changed as well, gaining the garb of a Kerprian sorceress. In her hands a scythe materialized, curved like the crescent moon. Her flowing robes and malevolent weapon gave her an appearance not unlike the Grim Reaper.

Icy's transformation was the most dramatic, her hair parting into three long tails, held up by a magnificent crown, emblazoned with the moon symbol of the Kerprian dynasty. Armor formed all over her body, wicked and sharp, with two curved spikes extending from her shoulders. Completing the image of a warrior queen, a black cape fluttered out from behind her.

"I have given you an ancient Kerprian form which contains the power of the moon, Lunarix. Do not misuse my gift, as you shall return it in time." Tiranox said. "Now Icy, release the soldiers."

"With pleasure," the frost witch replied. Her drastically increased power gave her a feeling of elation like no other, almost like a high. With a dramatic flourish, she touched her hand to the stone floor and let her magic flow through it and into the rest of the realm. Across the Omega dimension, ice began to crack and thaw. Water pooled around the feet of the freed prisoners, a horde of despicable villains and monsters. As they were released, they immediately began to march towards Tiranox's palace, drawn by its magical pull.

"They are coming, witches. Go out and greet your army. I will remain here." the horned man ordered, reclining on his throne. The Trix complied, marching up the stairs to witness the swarm of criminals that had been summoned. After a glare from his master, Parrak quickly followed.

Everything was going as planned, but Tiranox felt a twinge of doubt. He was releasing a horde of evildoers into the galaxy, led by a homicidal demon disguised as a white haired girl. It was all to bring back his home, and he had promised to do so at any cost, but had he been telling the truth when he promised it?

"_You're doing the right thing, you know. Your father would be proud..._" the voice whispered.

Tiranox closed his eyes and banished the doubt from his mind. He was doing the right thing. His father would be proud.


	7. Under the Sun

Roxy didn't know what to do. Lucian refused to come out of his room, and hadn't eaten in days. She had no idea how to help him either, the tragedy he had suffered was unlike anything she'd ever experienced before. The only person she could think of that had been in a similar situation was Bloom, but she'd gotten her family and realm back, and she didn't have to deal with the pain of knowing what she lost in the first place.

Mirta was worried as well, and felt partially responsible for Lucian's current state. She had shown him the destruction of his realm in graphic detail, and she deeply regretted it. The redhead had told Faragonda of the catastrophe, and the Headmistress was doing all she could to gather information on how extensive the damage to Divisia was, but in all of the commotion it seemed that she had forgotten the prince.

As always, the Winx Club had wanted to help in any way possible, even asking that they be sent to Divisia to investigate and hopefully find the Trix. Faragonda would have been all too happy to oblige them, but their responsibilities now layed with teaching, and the Royal Council assured her that their forces would be able to locate the fugitive witches. So the Winx remained at Alfea, attempting to figure out a way to help Roxy cheer Lucian up.

"Listen, he lost his family, that's not easy to get over. I should know, it took me a long time to recover from my mother's death." Musa said.

"What he needs more than anything right now is closure, and he won't get that until the Trix are brought to justice." Bloom added, her eyes ablaze at the mere thought of the criminal witches.

"I don't know Bloom, Lucian doesn't seem like the sort who would want vengeance," Roxy replied. "All I know is he's wasting away by himself, and he needs some sort of encouragement to go on living his life. I hate how he's secluded himself, especially since he really needs people right now."

Stella frowned, something she didn't do often. "Well it's doing Lucian no good moping about in his room. I sympathize with his tragedy, but we need to get the guy outside."

"I agree," Tecna chimed in. "For once Stella is right, Lucian needs to socialize and talk to others about the event, otherwise his depression will consume him from the inside out."

"What do you mean 'for once'!?"

"Quite simply, you are more often incorrect in your statements than correct. It's a thirty-seven to sixty-three percent ratio, in fact."

Stella glared at Tecna, who merely shrugged in response. Roxy could see that they were getting off track, so she decided to bring the meeting to a close with a final decision. "Okay girls, we should bust into Lucian's room today and take him out, maybe for some food in a place where he can open up a little bit."

"I know of a quiet little coffee shop, it's great for deep conversations." Flora suggested.

"Well then, let's go get Lucian. Whether he wants to go or not, this will be good for him."

* * *

The prince felt mentally and physically weak, mostly from the emotional weight of the death of his family, but not eating played a large part in his weakness as well. In many ways, he didn't care. He wanted to fade away into nothingness, just like his father. His father, who hadn't been strong enough to defeat the witches that attacked his realm, all because he gave away his staff.

In a sudden burst of energy, Lucian threw the ancient Serdian heirloom across the room. It hit the wall but did not break, it was far too strong for that. The staff was filled with magical power, old and great, but the prince didn't care at this point. It was useless in his hands, it should have stayed with the king. He continued to mentally kick himself in this manner, convincing himself that he was the reason his family had perished.

Lucian was about to shut his eyes and attempt to drift to sleep for the third time that day when suddenly the door burst open. Roxy stomped into the room and grabbed him by the wrist, dragging him out of bed.

"What are you doing!? I want to be alone!" Lucian shouted, attempting to resist.

"You may WANT to be alone, but you NEED to be with people right now," Roxy replied. "There are people that care about you, who will listen to what you have to say. I'm not going to pretend to understand what you're going through, but I do know that you need to let it out."

He couldn't believe they were doing this. "You're right, you don't understand what I'm going through. None of you do!" he pointed at the Winx Club who were gathered outside his door.

"That's why we want you to talk to us, sweetie," Flora replied gently. "Harboring negative emotions inside and locking yourself away is very harmful to your health."

Lucian wanted to tell them to go away, but having so many people care about him at once made him reconsider. Flora was right, he should give them a chance. It wouldn't be very princely to starve to death in his room anyways, and his father would never want that for him. His father would want him to keep on living, to stay strong.

So he went with Roxy and the Winx to the coffee shop, ordered a drink, and let it all out.

"I feel like it's my fault it happened," Lucian confessed, his heart heavy but his eyes dry. "The staff that was given to me before I left contains the power of the Serdian royal bloodline. If my father had kept it with him, he would have been able to prevent the disaster that..." he couldn't finish.

"Listen, it's no one's fault but the Trix. They were the reason, not you." Bloom said fiercely. "You don't need to blame yourself, the fault lies with those witches."

"Bloom..." Layla put a hand on her friend's shoulder, sensing that her friend's feelings about the Trix were influencing her words more than an attempt to comfort the prince.

"You're right." Lucian stated with equal intensity, surprising everyone. "Etan would have said the same thing, they need to be brought to justice. And I need to see it happen."

"Believe me, everyone here wants to see those witches pay, but there's a time and place for it. You still have a lot to learn." Layla said. She was glad that the prince was no longer blaming himself, but seeking vengeance wasn't really an improvement.

"I know, and I will learn. I'll study and train for the day when I can confront them. I'm not out for blood, I'm out for justice."

Roxy thought that reminded her of something from earth, perhaps a certain caped and cowled hero. She only hoped that Lucian's story would turn out differently, that he wouldn't lose himself in a grim vigilante quest and forget how to smile.

The prince himself was thinking along a similar line. The anger and depression still dwelt within him, but he had realized something after talking with the Winx; he was himself again. They were right, just saying a few words to a group of people who were willing to listen helped immeasurably. Now he had an external source to blame for his tragedy, but he resolved not to dwell on revenge. He wanted to be able to smile too.

* * *

The news that Divisia was not just damaged but completely obliterated shook Faragonda to the core. For the Trix to possess such raw destructive power, well, it was grave news for the entire Magical Dimension. Not to mention the complete loss of an entire realm, more catastrophic than the attack on Sparx all those years ago. The Headmistress decided that Lucian should not know how completely his planet had been destroyed, the loss of his family was troubling enough for the boy.

"It's simply terrible, Griselda. Those witches are still at large, and with enough power to permanently end an entire realm. I dread hearing any news of them, as it will surely be bad." the Headmistress shook her head. "Never in my years did I dream that I would see more evil in my years as an educator than I did with the Company of Light."

Griselda was about to reply, but was interrupted by a sudden commotion from the crystal ball on the Headmistress' desk. It was Faragonda's dreaded bad news.

"This message goes out to all three schools of Magix, it is urgent that you prepare all capable students for battle. The realms of Solaria, Zenith, and Linphea have come under attack by hordes of criminals believed to have escaped from the Omega dimension. Current fighting forces are being overwhelmed, emergency backup is required. Additional information, the fugitive witch known as 'Stormy' has been spotted leading the assault on Solaria. Respond as quickly as possible."

Faragonda clenched her fists. She knew what she had to do, but she didn't like it. Her students weren't soldiers.

* * *

Stormy was thoroughly enjoying her new power boost. The Solarian fairies that had rushed to defend their capital city were no match for her vicious winds and electric blasts. The troops on the ground were also being torn apart like paper by the villains at her command. The magical energy of the realm would belong to them in no time at all. The witch snickered as she rubbed the Planet Harvester in her hand in anticipation.

Parrak had also decided to join the attack on Solaria, surmising that it would be more pleasant on the planet of the sun than on the planet of heavy foliage or advanced machinery. Darcy had been sent to Zenith in his stead, while the strike on Linphea was under the command of a wizard named Gologoth, who had personally volunteered for the mission.

"I tell ya, this realm is absolutely lovely." Parrak commented to Stormy as he flew up beside her, a squirming soldier in his claws. "The sunshine feels like heaven on my feathers, but it's not so hot that I feel like molting."

"Ugh, you're pathetic," Stormy rolled her eyes. "A REAL villain would despise the sun!"

"Well that explains your complexion," the griffin replied drolly, absentmindedly dropping the soldier he was holding. The man's screams were put to a sudden stop as he came to the end of the two hundred foot fall.

The weather witch thought about zapping the annoying beast, but she had more pressing matters to attend to. The king was still holed up inside his castle, and her forces hadn't infiltrated it yet. However, they were getting closer by the second.

Of the horde advancing towards the palace, one Omega criminal clearly stood out among the others. He was a good deal larger than many of his fellow villains, and dwarfed the Solarian warriors he was tearing to pieces. Although, it wasn't a "he", it was more of a "they". For on the green reptilian body grew two snakelike heads, both snickering constantly as they laid waste to their enemies.

Their powerful tail lashed out and smacked the advancing Solarians backwards onto the ground. Before one of them could stand, he was run through by the spear carried in the twin headed monster's hand. The other soldiers stood their ground, but the fight was gone from them. They were quickly dispatched, their necks snapping like twigs in the jaws of their foes.

"It's been far too long since we went on a proper raid, wouldn't you say Vernom?" the left head asked the right.

"You got that right Slythe, I almost forgot what it was like to kill something!" the right head replied.

"I dunno, you seem to be doing a pretty good job to me." Slythe scratched his head.

"I said ALMOST, dummy. A real Snakeman never forgets!" Vernom said, grabbing a man by the arm in an attempt to tear it off.

"I thought that was elephants?"

"... Just shaddup and help me draw and quarter this guy."

* * *

The carnage continued as the horde surrounded the palace, forcing the remaining Solarian troops inside to barricade it. The fortifications proved strong, as the criminals could not break through. Frusterated, some of them broke off from the main group to loot and destroy the homes of civilians, taking pleasure in the fact that their new prey did not have the means to fight back.

"Hey, are you gonna bust into the castle or what?" Parrak questioned Stormy as he watched the scene unfold below. "If we wait around too long reinforcements could arrive, and that would be a mess."

"Oh, that's what I'm waiting for," the weather witch replied with a devilish grin. "With this Lunarix form I'm more than a match for those Winx losers, and they'll be the reinforcements for sure."

"Oh yeah, how do you know it'll be them who shows up?"

"Trust me beakface, they ALWAYS show up."


	8. Thunderstruck

Faragonda hated having to appear as the calm and collected mentor to her students in times such as this one, assuring them that they would always fight and win against the forces of evil. It was a lie, the same lie that she had told when the Army of Decay had marched onto their doorstep, and when Valtor had assaulted the school with a horde of possessed witches. She wasn't worried about the Winx, they had proven themselves against impossible odds time and time again, but the rest of her students had not faced such trials and tribulations.

It was clear that the majority were not ready to face true combat, especially against the escaped criminals of Omega. And if the Trix were behind the attacks, well, that just complicated matters further. Because of this, the Headmistress handpicked only a few select students to aid the Winx, who were to split up to deal with the threats attacking each planet. Faragonda knew that the Winx were strongest when all six of them were united, but she needed them to divide and watch over the few others she had so reluctantly been forced to send off to war.

It was a slim fortune that Saladin and Ms. Griffin were also sending students to fight alongside the fairies of Alfea. The specialists of Red Fountain and the witches of Cloud Tower were more directly trained for combat, which provided them an edge. A squad of specialists had in fact already been dispatched to Solaria, led by former students of Saladin, Brandon and Sky of Eraklyon, who had determined that his duties as king were less important than his duties as a defender of the realms. Because of this, it was all too easy for the Winx to decide where they would take their teams. Bloom and Stella weren't about to let their boyfriends fight on their own.

Naturally, Tecna volunteered to head to Zenith, while Flora also wished to return to protect her home realm, Linphea. Musa joined up with the technology fairy, while Layla paired off with the fairy of nature. Also joining the Zenith crew were Timmy and Riven, predictably, as well as a senior Red Fountain student named Wolfe, whom Riven had recommended. Among the Alfea students accompanying them were Francis and Nova, some of the few Faragonda had allowed to battle.

Flora and Layla were partnered with Helia, Mirta, and rather unexpectedly, Lucy. The Cloud Tower witch had insisted on going with her old friend, which Mirta deeply appreciated. A small group of senior fairies and witches rounded out the squad, making for a rather motley looking crew.

Bloom and Stella had opted to go by themselves. Knowing that Stormy awaited them on Solaria, they didn't want to drag any other students into combat against the more experienced witch, a descision that Faragonda approved.

The Headmistress watched forlornly as the groups prepared to leave for their destined realms, and into open warfare with an enemy who would pull no punches. She'd watched with baited breath for years as the Winx miraculously survived foe after foe, but she had an awful feeling that not all her students would be so lucky.

* * *

Sky and Brandon landed their ship as stealthily as possible, not wishing to attract the attention of the horde, which was preoccupied with ransacking houses and looting abandoned shops. A few of the criminals were still attempting to break down the castle gates, but their magical reinforcements kept them from making any progress.

"Okay guys, our objective is to clear a path to the castle," Sky directed the specialists under his command as they quietly exited the ship. "We don't know the invader's intentions, but the king may have some idea. We need to help reinforce the palace, and take out as many goons as possible on the way. Remember, these are ruthless monsters, even if they look like men. No mercy."

Brandon scouted ahead to survey the closest path to the gates, taking note of what appeared to be the biggest gaps in the horde's formation. Almost immediately, he spied a group of masked men idly standing in a side street. They seemed to be little threat, and weren't focusing much on their surroundings.

At Brandon's signal, the specialists moved in on their prey. They quickly and efficiently dispatched their foes with relatively little commotion, the noise that did occur being indistinguishable with the other sounds of mayhem occuring throughout the area.

"So what do we do when we reach the gate? We can't just call for King Radius to open up, it would give the Omega guys a chance to get in." Brandon said to Sky as they moved closer to their target.

"That's exactly what we're going to do," Sky replied, much to his friend's surprise. "I have a line directly to the king. Once the gate is open and we're in position, the two of us will lure the criminals into the courtyard while the king redirects the magical reinforcements to the castle itself. Then the rest of our forces will come in from behind, and the remaining Solarian guard can go on the offensive."

"A vicegrip strategy, nice. And here I thought you never paid attention in strategy class."

"I was awake enough for the important lessons, and I got my fair share of tips from the Eraklyon military council too."

"Speaking of which, how is your dad taking your descision to lead this mission in place of doing your kingly duties?"

"To be honest, I think he's used to it now. He never really wanted to leave the throne anyways."

Brandon only nodded in reply, noticing that they were drawing close to their destination. It was time to put the plan in action, and they couldn't afford to mess up. Sky motioned for the rest of the squad to stay put as he and his companion headed for the gate, which by now only had two hordesmen in front of it.

They made an obvious show of their assault, holoblades twirling in a dramatic fashion as they cut down their suprised victims. The display attracted the attention of the other criminals, just as they intended. As they were rushed by the mob, the gate swung open, and they raced inside. As Sky predicted, the Omega soldiers followed, and were soon crammed into the courtyard. The two specialists stood in front of the castle door, the elevation of the steps giving them a slight tactical advantage.

As the horde closed in, Sky pulled out a flare gun and shot it into the air. With a swiftness and professional grace that could only be achieved by students of Red Fountain, the specialist squad swooped in through the gates after the last of the criminals had gone into the courtyard, maneuvering a surprise attack from the flank. The Omega warriors were completely befuddled as they turned as quickly as they could to face the enemies behind them.

"What do you know, your crazy scheme worked!" Brandon commented as he leaped into battle, hewing a furred horde beast in two with a single stroke.

"We'd be in a lot more pain if it didn't," his friend replied, parrying a sword stroke as he cleared the castle doors.

Accompanied by the sound of trumpets, the palace entrance opened wide and the remaining Solarian guard rushed out to aide the specialists. They fought with renewed vigor, reversing the roles they had played the last time they had fought with the criminals from Omega.

* * *

In the skies above, Parrak the Destroyer watched the turning tide of the battle with a concerned eye. Things had been going so well, but then the dumb weather witch refused to breach the castle defenses herself, insisting that they wait for the Winx to show. Well he hadn't personally seen them before, but the griffin was pretty sure that the blue caped soldiers decimating his horde weren't the Winx.

"Are you just gonna float there like some kind of purple cloud while our troops get the stuffing kicked outta them?" the winged beast irately asked his female companion. "You could turn those palace doors to kindling with a single blast, and wipe out the guys in the tights to boot!"

"Shut the hell up!" Stormy responded in her typical fashion, shocking the griffin with a bolt of lightning. "I need to save my energy for the Winx Club! Once I get rid of them, then I'll go into the castle and absorb the Sun of Solaria!"

Parrak was slightly singed, but still indignant. "So what, you figure you can do that WITHOUT an army? Because you won't have one if you wait much longer."

"Valtor did it by himself, and he didn't even have a Planet Harvester! If he could do it, so can I!" the witch retorted.

"Oh, so you're gonna waste a good sixth of the boss's entire horde just because of a grudge with some fairies. I'm sure Tiranox would just LOVE to hear about-"

"FINE!" Stormy screamed. "I'll break down the damn doors and waste those hero losers, but NOT because you told me to."

The weather witch summoned a ball of electricity in her hands and flung it at the specialist squad's general vicinity. The shock dispersed among them, paralyzing the heroes in their tracks. The criminals they were fighting wasted no time in taking advantage of this, cutting the Red Fountain students down where they stood.

"NO!" Sky shouted as he watched his team fall, one by one. "How did this happen?"

"Her, that's how." Brandon said, pointing at the figure floating in the air above.

"Stormy, I should have known she would show up sooner or later." the blonde hero growled, inwardly cursing himself for not accounting her presence in his plan.

Then things only got worse, as another bolt of lightning broke through the magical barrier and shattered the palace's massive double doors into splinters. Without the specialists to back them up, the Solarian royal guard was once again forced back into the castle, but this time the criminal horde was able to pursue. Sky and Brandon found themselves at the tail end of the retreating Solarian soldiers as they attempted to hold off the Omega warriors as long as they could.

"Let us at the blue capes!" a reptilian voice hissed as a massive dual headed figure shoved its way past the other criminals.  
Brandon's eyes widened as their newest opponent came into view. "Hey bro, fight or run?" he asked nervously.

"We need to protect King Radius, so for now I say run," Sky replied. He wasn't afraid of the conjoined snakemen, but understood that fighting them in their current situation would be suicide.

Slythe and Vernom cursed as their prospective prey fled down the hall and up the stairs, they weren't nearly as fast as the specialists when it came to running, due to their double brains controlling only one leg each.

"They can't escape us forever, they can only go up at this point! Follow them!" Slythe ordered the other hordesmen as they marched down the wide castle corridor.

"Who put you freaks in charge?" another Omega monster snarled back, brandishing his cutlass. "I only take orders from the witch and the griffin, and they ain't here right now. I say we loot the palace instead."

A few of the other criminals muttered in agreement, there was sure to be countless treasures in a palace of this size. However, their dissent was quickly put to rest as the snakemen grabbed the impudent beast by the head and promptly wrenched it off, the headless corpse dropping to the floor and soaking the priceless Solarian carpet in blood.

"I say we're in charge!" Vernom roared at the cowering Omega warriors, who were cowed by the sudden display of brutality.

"Yeah, because two heads is better than NONE!" Slythe snickered, making a menacing gesture at the corpse they'd just made.

Now quite accepting of the reptilian dominance, the horde continued to pursue the fleeing specialists and Solarian guards through the palace, without stopping to loot a thing on the way.

* * *

Bloom and Stella arrived on Solaria as quickly as they could, already transformed for battle. Rather than use the Sirenix they had obtained more recently, they had reverted back to their Enchantix forms, as they were more useful for widespread combat, while Sirenix was more specialized for underwater warfare, and Believix worked best on the planet of Earth.

Stella was horrified to see the destruction that had been visited upon the city of her birth, with fire and smoke spread far and wide. Many of the buildings close to the palace were reduced to rubble, and the ground was littered with corpses, mostly belonging to Solarian soldiers.

"Oh Bloom, this is terrible! I knew that my dad's troops weren't doing so well, but I hadn't expected this!" Stella said, pain clear on her face.

"It's worse than I thought it would be too," Bloom replied. "And where are Sky and Brandon? They were supposed to have gotten here before-" the fairy gasped as she spotted the prone forms in the courtyard wearing Red Fountain uniforms. "Oh Dragon, no."

The two fairies sped down to the bodies, and were visibly relieved to find their loved ones not among them. The loss of the specialists was still saddening, but at least there was a chance that their boyfriends were alive.

"They must be in the palace," Bloom observed. "Which looks like it's been breached! We need to move fast."

"What, and just leave me here without a fight? How disappointing." a wicked voice cackled above them.

"Stormy!" Stella shouted, whirling around to face the Winx's old foe.

"The one and only, although I've recently gotten an upgrade. Notice anything different about me?"

"Yeah, your hair's frizzier than ever! Did they not have conditioner in the slimy rotten pit you and your sisters have been hiding out in?" the sun fairy said mockingly.

"HOW DARE YOU! YOU'LL PAY FOR THAT REMARK!" the weather witch screamed, sending a wave of harsh winds to whip at the fairies.

The two Winx girls had been expecting the power levels Stormy was normally capable of, and were taken completely by surprise at how intense the attack was. Bloom roughly slammed into the ground while Stella was thrown into the courtyard fountain.

"Guess she wasn't kidding about the upgrade..." Stella groaned as she got to her feet, soaking wet.

"We'll have to take her completely seriously, she's not the same old Stormy." Bloom agreed as she got back up as well. The two flew back up into the air to engage their enemy, now wary of what the witch was capable of.

On a nearby spire, Parrak keenly watched the three women battle, determining their strengths and weaknesses. Ever the opportunist and always the coward, he was waiting for one of the fairies to drop her guard before moving in. He surmised that he might not even have to get involved, as Stormy was handily thrashing both of them.

"Psycho-clone!" the weather witch howled, unleashing her trademark attack. The vortex grabbed Bloom and Stella and threw them against the palace wall, where the high velocity winds kept them pressed as Stormy repeatedly elecrocuted the poor fairies, laughing all the while.

"She sure is taking her sweet time, and she DID leave me with the Planet Harvester when she went to attack the Winx... mayhaps I should just do the job myself." the griffin mused as he looked at the golden orb in his claw. "Tiranox said that the witches weren't to be trusted, after all..."

* * *

Satisfied with her work, Stormy allowed the fairies' bodies to collapse onto the ground, limp and unmoving. "I can't wait to tell Icy that I was the one to finally off Bloom, she'll be so steamed..." the witch snickered, leaving her victims to complete the mission.

Bloom kept her eyes shut and her body as still as possible, as she hoped Stella was doing. She'd sent a telepathic message to the sun fairy as they were getting, weaker, and desperately hoped that her friend had received it. It was humiliating to play possum like this, but if they hadn't, the witch surely would have killed them at this point. Bloom didn't know how Stormy had suddenly gained such a ridiculous amount of power, but it terrified her. If the weakest of the Trix was now more powerful than both her and Stella combined, she dreaded to think of how strong Icy was.

Stella cracked her eye open to see if the witch was still there, and was thoroughly relieved to see that Stormy had left without making sure she had finished the job.

"If there's one thing you can count on, it's that the Trix congratulate themselves way too early." she chuckled uneasily as she got up, attempting to ease the tension.

"We were lucky this time, but we might not be next time," Bloom replied, not seeing the humor in the situation. "We need to find out what the Trix are after, and figure out how to stop them without directly confronting them."

More cautious than ever before, the fairies entered the palace. The last thing they wanted now was for Stormy to find out they were still alive, which they managed rather nicely. Unfortunately, it didn't take long for another creature to spy the Winx walking about.

"Well well well, looks like Stormy didn't finish the job." Parrak said, startling the girls as he appeared from behind one of the giant pillars in the central hall. "She did run through here in a hurry though, and took the Planet Harvester back from me, which I'd say was more than a little rude. I had planned on getting credit for taking the power of the Sun of Solaria, but since I can't do that now, at least I'll get bonus points for rubbing you pixies out!"

The griffin lunged at the fairies, expecting them to be slow and weak from Stormy's torture session. While it was true that they weren't in top condition, they still had enough energy left to deftly evade the beast, causing him to crash headfirst into one of the stone pillars. Dazed, Parrak shook his head and looked around for the girls. He didn't spot them, but he saw all too clearly the burst of fire that proceeded to topple the massive column he had just bumped into.

"Awww sh-" the griffin didn't get to finish his sentence as he was crushed by the rubble. A faint squawk afterwards indicated that he was alive, but in no condition to further pursue the Winx.

"Well that was lucky, now we know what Stormy's after: the Sun of Solaria." Stella said.

"Yeah, but now comes the tricky part. How do we get to it before she does?"

* * *

**Author's note: I've tried to make it fairly clear, but just to avoid confusion, the battles on Solaria, Linphea, and Zenith are all happening at roughly the same time. Each set of chapters will only be detailing one of the conflicts at a time, but they're not chronological, it's all simultaneous. Like I said, you'll probably be able to figure that out, but this is just in case. **


	9. Never Say Die

Brandon mentally berated himself for not thinking through the unforeseen outcomes of their attack plan. It was his job to fill in the cracks of Sky's ideas and polish the strategies come up with by the prince, and now that he and the remaining Solarian forces were completely cut off from the lower floors of the palace, he could tell that he had failed. Their only exit now was to be lifted off the roof of the castle by a transport vehicle, but with the witch and the griffin outside, that was all but impossible. On top of that, they were running out of time. The Omega horde was quickly advancing towards their position, and King Radius was nowhere to be found.

"Sky, I know it's risky, but we need to go back down the stairs and get to the castle's other spire," Brandon pleaded with his friend.

"Since Radius wasn't in the throne room, he's got to be in the Planetarium. Stella said that's his favorite place in the palace, and she'll kill me if we don't get him to safety."

"You don't need to convince me, there's really nothing left to do than to save the king. But even if we do get to him, I have no idea how we're going to escape from the castle."

"I know, and that's my fault, I should have thought ahead. I failed you bro, I'm sorry."

"Don't talk like that!" Sky shouted suddenly, grasping his best friend's shoulder. "I thought I could lead this mission, so I'll take the blame, but there's no time to be angry with ourselves. We're gonna make it out of here, and save the king. We're heroes, it's what we do."

Brandon nodded, his resolve strengthened by Sky's speech. They'd fought trolls, minotaurs, and creatures from the Under Realm together, and they were still alive. If that meant anything, then they'd make it out of this mess too.

* * *

The Planetarium's vast star map whirled and spun with a magical energy generated by the orb at its center, the fabled Sun of Solaria. This item was a manifestation of Solaria's power, and the source of its constant brightness and radiance. It was the key in the planet's magical flow, and without it Solaria would be thrown into chaos. Such an event had occurred only once before, when the dark wizard Valtor had stolen the Sun to increase his own power. King Radius had sworn never to let such a thing happen again, and that was a promise he intended to keep.

"I don't care if you're the Shadow Phoenix itself, no damned evil creature such as you is going to touch the Sun of Solaria!" he growled at the witch before him, painfully gasping for air. She had already beaten him severely, but still he stood.

"Ugh, you noble types are the most annoying, I swear," Stormy yawned, blasting him with a bolt of lightning when he attempted to charge at her again.

The King dropped his sword as he dropped to the floor, electricity dancing through his veins. He strained and attempted to stand once again, but found himself paralyzed from the blast. Grinning with sadistic glee, Stormy walked over to the helpless man and planted her heel into his back.

"I'll give you one thing you old geezer, you put up a better fight than your pathetic loser daughter!" she cackled.

"Stella?" Radius gasped. "What have you done to Stella!?

"Oh, nothing much. I only killed her, that's all!" the weather witch howled with laughter, sparks involuntarily flying from her fingers.

The King roared and brought himself to his feet, throwing the witch off him. Enraged beyond all reason, he struck Stormy with his bare fists, pummeling her face relentlessly. She fell backwards, and recovered just in time to dodge her foe's next assault. Before the King could retaliate further, he was once again shocked into paralysis.

"That HURT, dammit!" Stormy swore, spitting blood from her mouth. "I don't have anymore time to waste with you!"

The witch charged up a full force lightning attack, the purple energy crackling frantically in her hands. However, before she could unleash the attack, a massive beam of sunshine and fire blasted her from behind, propelling her across the room and into the wall. The convergence attack was so strong that even the Lunarix armor Stormy donned did not shield her adequately, and the witch dropped to the floor, unconscious.

"Looks like even Super Stormy can't stand the full power of convergence!" Stella said triumphantly, stepping into the Planetarium.

"Yeah, but we got lucky. If she had known the attack was coming it probably wouldn't have worked, and we put all our magic into that beam." Bloom pointed out. "We only won by using dirty tactics and striking when her back was turned, that's not the Winx way." However, Stella didn't really care what her friend was saying at that point, because she was at her father's side, helping him stand.

"Oh daddy, are you alright? I'm sorry we didn't step in sooner, I-"

"It's fine, Stella," Radius interrupted, tears of joy in his eyes. "It fills me with joy to see you alive. I should have known, no daughter of mine would be done in by a mere witch."

As father and daughter comforted each other, Bloom noticed a strange object laying on the floor. She picked it up and inspected it, a golden orb with a pulsating central eye. It gave off a horrible aura, one that made the princess of Sparx think back to her time in the company of Lord Darkar.

_That's odd_, Bloom thought._ It's been a long time since the Phoenix crossed my mind..._

She looked over to Stormy's prone form. It wouldn't be long before the witch regained consciousness, they needed to move fast.

"Your Majesty, is there any way the Sun of Solaria can be moved?" Bloom asked the King once he got to his feet.

"Yes," Radius replied, stroking his beard. "But you'd need a great deal of magical power, which you girls don't have right now."

"The important thing is getting you to safety dad, we can worry about the Sun later!" Stella insisted.

Bloom was about to object, when another thought occurred to her. Whatever the device was in her hands, it seemed important in the stealing of the Sun of Solaria. Without it, there was a good chance that Stormy wouldn't be able to do a thing.

"Okay, let's go!" the redhead said, helping Stella carry her father on their wings, which was much faster than walking. She clutched the golden orb tightly in the other hand.

Then their streak of luck ran out. Before the trio could exit the Planetarium, they were forcefully struck to the ground. A huge black shape emerged from where they had intended to exit, green eyes glowing deviously.

"You thought I was stuck for good back there, didn't ya?" Parrak squawked. "But it takes more than a giant pillar of stone to stop Parrak the Destroyer!" he was clearly bruised and battered, but what he spoke was true, the Destroyer was still in fighting condition.

"No, we don't have time for this!" Bloom said angrily, attempting to launch a Dragon Fury spell. The fire fizzled and dissipated before reaching its target, prompting the griffin to chuckle as he approached her. The fire fairy was swatted to the ground with a single claw, as were Stella and her father. Noticing the Planet Harvester that fell from Bloom's hand, the beast picked it up.

He wandered over to the Sun of Solaria, glancing at Stormy's still unconscious form on the way. "Some villain YOU turned out to be," he snarked. "I, on the other hand..."

Parrak pointed the Planet Harvester at the Sun of Solaria and activated the device, marveling as the orb of light was pulled to pieces and sucked into the glowing eye. With a final blinding flash, the Sun was gone, and the Planetarium was an ordinary darkened room. Outside, the entire planet was covered in dark clouds, and torrents of rain washed away the sunshine. Solaria's light was gone.

His job done, the griffin grabbed Stormy and leaped out the large window, shattering it in the process. "So long, suckers!" he called out to Bloom and Stella as they watched the beast fly off with the source of Solaria's magic, helpless to stop him.

* * *

"Looks like it may take a bit longer than I thought to get to the king." Sky said as he stared at the creature that was blocking the way. Slythe and Vernom awaited the two Specialists at the end of the bridge to the second spire, their forked tongues flickering in and out. As if that weren't a bad enough sign, it had begun to rain, something that wasn't supposed to happen on Solaria.

"Let's get this over with, my cape gets heavy when it's wet." Brandon remarked, twirling his double edged green holoblade. "On top of that, I've had enough of looking at the gruesome twosome there."

"Fine by me," Sky replied, charging the twin headed reptile. He slashed at Vernom's head with rapid strikes, but was surprised to find that the snake's neck was quick enough to manuever out of the way.

"You're slow, human!" Vernom taunted, hacking at the prince with his own blade. Sky just barely evaded losing an arm.

Brandon engaged the other half of the snakemen, face Slythe's long spear. "Ain't you gonna get closer? I can't stick you!" his enemy hissed as the Specialist jumped back from the weapon's point.

The fight went back and forth across the bridge, with neither side scoring any significant blows. Then, by ill fortune, Brandon failed to notice the snake's tail that struck his legs out from underneath him. He hit the wet stone hard, the impact causing him to lose his blade. He rolled out of the way as Slythe attempted to step on him, and rushed for his weapon. He briefly turned his back to pick it up, and that was his mistake.

Like a cobra striking its prey, the snakeman's spear jabbed through his back and into his heart, staining the blue Specialist cape red. Brandon clutched at his chest as he fell, toppling over the bridge railing and into the courtyard below. _Stella won't be happy, she always said red wasn't my color..._

Sky turned his head just in time to see his best friend fall. "NO!" the prince cried, dropping his guard in dismay. Seeing the opportunity, Vernom slashed at the unprotected prince. Fortunately, Sky's natural reflexes kicked in, turning the would from a fatal one into a shallow cut. The prince fell back, shellshocked and unprepared for another blow.

The twin snakemen advanced, hideous reptillian heads bobbing up and down. Sky had underestimated them, but in a cruel twist of fate it was Brandon who paid the ultimate price for his mistake. His imminent death approaching, Sky resigned himself to it. "Looks like I'm gonna join you, bro." he whispered, still clutching his holoblade.

Slythe and Vernom were almost upon him when a winged creature interrupted the battle, but not one that Sky ever would have expected to inaverdently save him.

"You two, we're pulling out! Leave the blonde boy and get the rest of the Horde back to the ships! We got what we came for!" Parrak ordered the grumbling snakemen, who were disappointed at not being able to finish their foe.

The prince fell to his knees as he watched his best friend's killer walk away. Unable to take anymore, he broke down and sobbed, tears mixing with the rain.


	10. The Devil's Orchard

Flora and Layla's squad arrived on Linphea under cover of night, taking refuge in the City of Trees. The fairy of nature immediately sensed that something was gravely wrong the instant she set foot on her home planet. The plants refused to speak, and their silence was deeply troubling. On top of that, a strange ebony slime dripped from several of the trees and gave off the foul odor of black magic.

"This is terrible, someone has frightened all of the plants in the forest into silence." Flora said sadly, kneeling down to examine a wilting flower. "Some of them are even dying."

"It's obviously the work of those scumbags the Trix sent to take over the planet," Layla replied. "Let's find them and end them, permanently. There's no sense in wasting time either, so let's get to it."

"Wait, shouldn't we do some investigating first?" Mirta questioned. It took all of her courage just to speak up. "I- I mean, we don't know who or what did this, it may be something we need to prepare for."

"Oh, come on. The Winx have fought tons of villains, they can handle anything. Besides, what do YOU know?" one of the senior Alfea fairies remarked scornfully.

"Hey, don't talk to Mirta that way! You fairies always just charge into battle, that's why you fall into traps half the time. She's got a good point, and you'd do well to respect her." Lucy stated, putting her hand on Mirta's shoulder. Though their friendship had been put to the test many times, they were closer than ever now. Lucy was no longer the type to follow the crowd, and she would stick up for her red haired friend no matter what.

"Thanks," Mirta said, blushing slightly as she looked into her friend's eyes. Slightly embarrassed, the witch glanced away, turning a little pink herself.

"Okay, then let's assess our surroundings. What do you think about the slime, Lucy?" Helia asked, speaking for the first time since they arrived. The Specialist felt that she would be more knowledgeable about something that reeked of black magic.

"As a witch, I know dark sorcery when I smell it. That black gunk everywhere was created by a dark wizard." the witch stated confidently. She was an excellent student, which is why the Trix had pressured her into completing their homework so often in the past.

"If only Tecna were here, she could access her database and look up the names and profiles of the wizards that were imprisoned on Omega." Layla said.

"Well I don't have a computer full of information, but I do remember something from my History of Magix class..." Mirta offered, feeling more confident with Lucy right beside her.

"Go on sweetie, we're listening." Flora said encouragingly.

"About fifty years ago, there was a wizard who traveled from realm to realm committing crimes, and everywhere he went he left a trail of dark slime. Eventually he attacked Magix and was defeated, then imprisoned on Omega. I don't remember his name though..."

"That's okay, names aren't that important. Anything else, though? Like powers and abilities, for instance?" Helia questioned.

"Um, he mind controlled several people I think, but I don't think the textbook said how... there was only a paragraph or two on him..."

"I guess that'll have to be enough, let's head to the capital. Our first mission should be to see if the royal family is alright." the fairy of waves said. "Flora, you lead the way."

"Just a minute Layla," the nature fairy replied. "Something feels wrong with the citizens here in the City of Trees. I know it would make sense if they were all just asleep, but I think they're in some kind of trouble."

"So what should we do? Just go into their houses and see if they're okay?" Lucy asked. As a witch, empathy was not her strong suit, so it made little sense to go out of the way to check on civilians.

"That's the idea, let's split up and get to it." Flora replied, heading off to the nearest tree dwelling. She hoped that her gut feeling was wrong and things were fine in her hometown, but her luck was rarely that good.

As she entered the doorway, the nature fairy noticed that the interior was coated in the same black sludge she had seen in the trees outside. The slime was everywhere, but the largest amount was pooled around the sleeping cot in the corner. As she moved in to examine it closer, she caught a flash of movement out of the corner of her eye.

"Who's there?" Flora called out nervously. There was no reply.

Then she was suddenly tackled from behind by a dark humanoid figure bearing down on her, snapping jaws and scratching with blunted nails. They fell to the floor, wrestling for control. Flora's aggressor had the temperament of a mindless beast, using nothing but brute strength in an attempt to snuff out the fairy's life. While using her hands to keep her foe off her, Flora concentrated her magical power and restrained the creature with an Ivy Vine Wrap. Upon closer inspection, she was horrified to see that underneath the black slime coating, the being was a fellow Linphean.

"No..." Flora gasped. "How is this possible?"

A scream from outside interrupted her thoughts. The others must have found the same thing! She realized, dashing out of the hut to help her comrades. Mirta and Lucy were surrounded by sludge covered Linpheans, keeping them at bay with medium power magical blasts. Flora breathed a sigh of relief, they had discovered the truth as well, and were trying not to seriously hurt them.

"Where are the others?" the nature fairy asked as she joined her companions, restraining several of the possessed civilians with vines.

"Layla said that she saw some Omega prisoners at the edge of the city and went to pursue them, I don't know where the other fairies and witches are," Lucy replied. "Maybe they didn't make it out of the houses they went into and got eaten."

"Lucy, that's a horrible thing to assume!" Flora exclaimed, thinking of Helia.

"Sorry, I'm kind of a pessimist. Comes with the territory." the witch shrugged, knocking out two Linpheans with a disorientation spell.

"You could at least tone the morbidity down for her sake, she's not used to it like I am." Mirta said.

"Fine..." the green haired girl rolled her eyes. "Fairies." she muttered under her breath.

"I heard that." her friend commented.

"I was only kidding!"

"I know," Mirta replied, playfully hitting Lucy in the shoulder.

"It's great to see you two getting along so well, and in any other circumstance I'd be proud of you for being so outgoing Mirta, but right now we really need to find the others and regroup!" Flora said urgently, tying up the last of the possessed citizens.

The City of Trees lived up to its name, and said trees were massive. The city had many layers, and it would take quite a while to search the entire place for the missing squad members. Flora was especially worried, as one of the leaders of the mission it was her responsibility to make sure the others remained safe. But even more than that, she was in fear for her boyfriend. Helia could take care of himself, but that didn't stop her from dreading the worst.

"Where did they disappear to? Was Lucy right?" she wondered aloud, then banished the very thought. Negative thinking never did any good. She would find Helia and her teammates, and she would set things right on Alfea, because she was a Winx, and that was what they did.

A sudden rustling noise from behind her surprised the fairy, and she instinctively summoned the plants to her aid in retaliation. Being jumped once already had been enough for her.

"Hey, wait! Flora, it's me!" a familiar voice called from the darkness.

The nature fairy's jaw dropped in surprise as the figure came into full view. "Princess Krystal!?"

* * *

Layla pursued the two figures through the forest, surprised at the agility of the criminals. They were remarkably fast for being on foot, but even their speed was no match for that of a fairy's wings. Soon enough she overtook the duo and landed in front of them, stopping the hordesmen in their tracks.

"You've got nowhere left to run fellas, it'd be better if you just surrendered now." the fairy of waves said cockily.

"A fairy!" one of the criminals exclaimed. He looked vaguely piglike and carried a hefty spear.

"Very astute, moron," the other replied mockingly. He was more humanoid, though his face was covered by a steel mask and goggles. "Let's take her to the wizard, he'll want to turn her as well."

Layla deftly avoided the masked man's rapid assault of flying daggers and responded by hitting him with a Morphix whip, which sent the criminal flying into a tree. The impact knocked the wind from him, and he ceased movement. Growling in rage, his partner charged, and was just as easily subdued by a Morphix hammer to the back of the head.

"You two are the most pathetic bad guys I've ever fought. Did you really think you could take a fairy of my level down that easily?" Layla asked rhetorically.

"Urgh... it much easier when fairies don't fight back..." the pig-man groaned, not bothering to stand, for fear of another beating.

The fairy of waves snorted in disgust. "Typical. Of course you scumbags would only attack helpless creatures, but I suppose that can't be helped, you're criminals after all. How about you try and redeem yourselves a little and take me to your leader?"

"And why would we do that?" the masked one rasped, getting up slowly.

Layla didn't vocalize a response, instead materializing a massive spiked mace, which she twirled threateningly.

"Ah. In that case, we'd be honored to take you to him!" the hordesman chuckled nervously.

"I thought so."

* * *

The white haired witch thought that she was a queen, some kind of supreme overlord, that because she had freed the prisoners of the Omega dimension, they were obligated to bow before her and serve her every whim. However, one such prisoner resented that idea immensely. Gologoth scoffed at the very thought of living out the rest of his life bowing and scraping before a spoiled pompous brat. The fact that she was more powerful than he was currently was the only thing that kept him in check.

"I was terrorizing the Magical Dimension before she was in diapers!" the dark wizard remarked to his companion. "In the decades before I was frozen, I nearly arose the Army of Decay and was on my way to becoming Lord Darkar's most trusted warrior! Me, who spoke on almost equal terms with the master of all evil, now forced to toady for an upstart brat!"

"So what are you proposing? We've conquered this planet for the most part, all that's left is to find where the source of its magic is. You saying that you don't want to hand that power over to the witch?" replied Uberklaw, a large crustacean-like being from the depths of Tides who had proven to be the second most deadly Hordesman among those sent to attack Linphea, directly underneath Gologoth himself.

"Hmm, yes..." the wizard pondered, stroking his black goatee. "If I were to absorb this realm's energy directly instead of using the Planet Harvester, it could give me enough power to overthrow that little girl. I trust you will tell no one of this plan, yes? The rest of the horde is annoyingly loyal, and if any word of our betrayal makes its way to Omega, it'll be curtains for the both of us."

Uberklaw nodded. His only loyalty was to himself, and perhaps a partnership with the wizard would be more rewarding than blindly following the orders of their current leader. "I trust I'll be substantiated for the risk I'm taking." he stated, snapping his oversized left claw, which he had coated in steel.

"Why of course, you'll be paid handsomely," Gologoth said smoothly. "And I assure you, I'm a man of my word."

"Very well, then I'll get started interrogating the hostages. Even if the common folk don't have an idea, the royal family should know where the power core of this miserable planet is."

"Excellent. Be gentle with the royals though, will you? They're no good to me dead."

Once again nodding in affirmation, the crab-man shuffled off down the stairs. Now alone, Gologoth looked out from the top of the castle unto the destruction he had wrought on the nature realm. His black sludge had contaminated much of the forest, rotting the plants and twisting both animals and humanoids into his possessed slaves. The ranks of the horde sewed calamity among the citizens, pillaging and killing as they pleased. The wizard grinned, no fairy, witch, or hero could stop him now.


	11. NIB

"What do you think you're doing here? You've put your life in danger and jeopardized this entire mission by disobeying Faragonda and coming to Linphea!" Flora said, coming off harsher than she had intended to. Still, the Linphean princess did deserve a scolding for her foolhardy action.

Krystal was clearly upset, but she kept her composure fairly well. "I was worried about my parents!" the princess replied. "I know it was wrong of me to sneak onto your ship, but I really want to help! Please Flora, don't send me back to Alfea, my battle is here, in my kingdom!"

The nature fairy shook her head, this was just the sort of foolhardy thing the Winx Club would have done back in their freshman or sophomore years. Krystal clearly didn't realize how serious things were, that the battle for her home planet was a matter of life and death. Now Flora had even more problems, she had to look after the princess and find Helia and the others while simultaneously avoiding the attention of the possessed citizens prowling amongst the trees.

"Unfortunately, there's no way I can send you back to Alfea at this point, so you're going to have to come with me. Stay close and be careful, as future ruler of Linphea you're too valuable to lose."

Krystal nodded wordlessly, beginning to realize how monumental a mistake she had made. She was also reserved around Flora due to the misunderstanding over Helia that happened several months earlier. While she had felt horrible about what had happened and tried to reach out to Flora, the nature fairy seemed to just brush her off, making the princess unsure of whether she was liked at all by the older girl.

Flora herself tried not to think of the incident, as her reaction to it had been so unlike her usual compassionate and understanding self. She was in fact not resentful of Krystal at all, but rather ashamed of herself for assuming so blindly. As she attempted not to dwell on the past, she caught movement out of the corner of her eye, an almost welcome distraction.

"It's us!" Mirta called, coming into view with Lucy at her side, a ball of soft lavender light in the palm of her hand.

"We couldn't find them, but I did find that all the people that you restrained with your vines back there have managed to escape." the witch said. "In fact, all of the slimed Linpheans seem to be missing. We looked in several tree dwellings, and there was nothing there."

"We think that maybe they captured the other members of our team, that's the only explanation I can think of anyways." Mirta added.

"Yes, that does make sense..." Flora pondered the meaning of this development; if Helia and the others were being taken somewhere by the possessed, it would most likely be the capital, where the majority of the horde currently resided. But why on earth would they want captives? Unless...

"Mirta, the wizard you talked about, could it be that he uses the black sludge to brainwash people? You did say he had mind control powers, and if that's how he does it, then he's probably planning to add Helia and the rest to his ranks!" Flora realized, finding a new sense of urgency.

"Wait a minute, what sludge, and what wizard? I'm not exactly sure what's going on," Krystal interjected.

The nature fairy sighed, this was exactly what she had expected. "I don't have time to explain everything, but see the black slime that's on most of the trees? Don't touch it. As for the wizard, that's who's in charge of the bad guys you came to fight, princess."

"Oh great, now we have to babysit too, as if this wasn't hard enough already." Lucy said bitingly.

"I promise I won't get in the way, I can help!" the princess insisted.

"Sure you can," the witch replied sarcastically. "What are your powers anyways?"

"I'm a very good healer and I have environmental powers like Flora's, only not as strong, of course..."

Mirta, always the optimist, decided to be supportive of the princess. "Come on guys, give her a chance. We could use an extra pair of wings, since the other fairies and witches have been taken. Oh, I'm Mirta, by the way. I've seen you in the halls, but I don't think we've actually met."

"I'm Krystal, a pleasure to meet you," the princess replied, shaking the redhead's hand.

"Mirta, I know you like being friendly, but we REALLY don't have time for this," Lucy interrupted. "Let's get a move on to the capital. You do know how to get there from here, right?" she asked Flora.

"Of course, this is my home realm!" Flora responded, slightly offended. "Follow me, everyone."

* * *

Helia opened his eyes to find himself in a darkened subterranean tunnel, being carried by a swarm of gunk covered Linpheans. He immediately noticed that the other witches and fairies from his squad were being carried as well, but he saw no sign of Flora. His fellow team mates were all still unconscious, and most, if not all of them had bite and claw marks on their bodies. However, as far as he could tell, they were all alive.

The hypnotized beings that held him marched in slow unison, as if to the beat of some unheard drummer. They vastly outnumbered the Specialist, and he saw no point in making his consciousness known to his captors. Helia knew that if he tried to fight now he would be torn to pieces, and endanger the lives of his sleeping allies. So he waited, allowing them to take him wherever they were headed. And if his hunch was right, it would be directly to their leader.

The tunnel stretched on for what Helia presumed was miles, and it felt as if entire days were passing as he was transported over endless stretches of soil. In a way he was thankful that he didn't have to walk himself, this way allowed him to save his energy for whatever awaited at the end of the path. What did concern him, however, was the fact that none of the other girls had woken up yet. It was almost as if they were under some sort of spell. He observed their prone forms as best as he could to see if he could figure out why, when he noticed something disturbing.

The black slime that covered his captors was slowly oozing onto the fairies and witches they were carrying, seeping into their open wounds and orifices. He guessed that one reason he was awake was that he had been knocked unconscious without sustaining any flesh injuries, which prevented the slime from entering him as well. The other could be that the sludge only targeted magical beings, which he was not. But then that would mean that all the possessed Linpheans were in fact fairies themselves, which seemed unlikely. Whatever the cause, Helia was thankful that he had avoided that particular fate.

* * *

The capital city of Linphea blended modern buildings and structures almost flawlessly with the surrounding nature, the elements of the forest and the designs of the Linpheans fusing together to create a wondrous spectacle of life. A spectacle sadly marred by the rampaging horde, who's ruthless and brutish members lacked any sort of compassion towards the beauty of their surroundings. Buildings were ransacked and ruined and trees were set ablaze, smoke filling the once pure air.

The majestic palace of the Linphean royal family did not escape the invader's wrath either, as Gologoth had seen fit to make it his new home. Its once radiant walls were coated in his midnight sludge, and the vines and plants that once blossomed across its surface were rotted and dead, gnarled husks that only served as a reminder of what had once been.

Layla's widened in horror and dismay as she saw the wreckage of the city. "You monsters, how could you destroy something so pure as this?" she demanded of her two guides, who shrunk away from her rage in fear.

"It wasn't us directly!" the masked man said quickly. "We were assigned to patrol the other city, the one in the trees! We never touched this one!"

"It doesn't matter, it was your kind that did this. You Omega criminals are all the same. I remember when you were all set loose on Tides two years ago, and you tried the same thing." the fairy's eyes narrowed at the memory. Tecna had nearly lost her life trying to seal them all away.

"Me remember that," the pig-man recalled. "Killed four-"

His partner roughly elbowed him in the stomach, keeping the dimwitted criminal from finishing his sentence.

"Please, ignore him. Let's just hurry to the palace, shall we? I did promise to take you to our leader." the masked hordesman rubbed his hands together nervously.

"Fine, lead the way," Layla replied. "And don't even think of trying to lead me into a trap, or calling your monster buddies to come help you out. If you pull either of those stupid stunts, I'll take your head off before you can blink." she summoned a Morphix blade to her hand to accentuate the point.

The Omega warrior gulped. "Of course, I wouldn't dream of such a thing."

Layla didn't trust him, but she did trust his fear. In dealing with villains and monsters, she had often found that they were cowards at the end of the day, and they'd do anything to keep their heads on their shoulders, literally and figuratively. Her plan was simple, once she got to whoever was in charge of the invasion, she would fight him and kill him. It was what she had planned to do from the start, and her only regret so far was leaving Flora and the others behind.

She hadn't meant to, exactly, but things had happened too fast for her to notify them. In the end, Layla figured that if she could do the mission alone, there was no point in going back to get the whole team. Besides, Flora was strong, and Mirta was no slouch either. She didn't know about Lucy's magical prowess, but they could surely take care of themselves, and each other. Things were going to work out fine in the end, just like when they'd dealt with Tritannus.

Layla noticed that they were getting close to the palace, and true to his word, her guide had slipped them past the various groups of hordesmen roaming the city. The fairy mused that she might even have to let him off easy, since he had been so cooperative. A moderate butt kicking and a trip to prison sounded about right, and it would be better than the hell she was going to give whoever ordered the death and destruction on Linphea.

"We've arrived." the masked man said, opening a servant's entrance door into the palace.

"You first," the fairy of waves replied. "You got me this far, I'll give you that, but you're not off the hook until I'm facing your boss one on one."

"O- of course!" the hordesman agreed with false amiability, scuttling through the doorway. His lumbering companion followed after, accidentally bumping his head on the frame. After they had entered, Layla stepped into the palace as well. She was always vigilant, ready to fight or fly if she needed to.

The main chamber of the castle was completely empty. The paintings that once hung on the walls and the golden statues that had once adorned the indoor fountain had been ripped from their places by the looting invaders. The fountain itself was completely congealed in black sludge, a sight which caused Layla's stomach to churn with nausea. The ebony slime reminded her all too clearly of the pollution that had mutated her cousin Tritannus into a hideous monster not all that long ago.

Her reminiscing came to an end when she spied a large shadow ascending the stairwell at the far side of the room, one that seemed vaguely familiar. Though it was distorted, she could make out a shape that looked like an enormous claw. The criminals that had been escorting her noticed as well, and they seemed more surprised than she.

"I- I had no idea he would show up!" the masked man said frantically. "Please don't decapitate me, I really wasn't going to betray you! Kill porkchop there if you must, but spare me!"

"...Hey!" the pig-man exclaimed, after taking a while to figure out who his partner meant by 'porkchop'.

"Shut up and get out of the way, both of you. He's just one monster, I'll take him down in a flash." the fairy said, readying herself for battle.

Her foe entered into full view, and was even bigger than Layla had previously guessed. He was easily twice her size, and built like a tank. Now she knew why his shadow had seemed familiar, the creature standing before her was a Brinerian, a relatively unknown race of sentient crustaceans that dwelt on the far side of Tides.

"Interesting. I thought Gologoth had turned all the fairies in this realm already. I guess he missed one." Uberklaw commented, snapping his massive metal claw.

"Actually, I'm not from around here. I come from Tides, you may have heard of it." Layla said, flying into the air.

"So the wizard was right, the other planets did send reinforcements to fight us. And Tides, you say? You and I have something in common then."

"Maybe, but that's the ONLY thing we have in common!" the fairy of waves shouted, firing several blasts of energy at the crab-man. To her dismay, the spells harmlessly dissipated upon contact with his thick outer shell.

"Sorry miss, but I'm pretty resistant to magic. In fact, I used to hunt fairies like you for a living." Uberklaw chuckled, pointing his steel appendage at the fairy flickering back and forth in the air above him.

"Really? Must have been tough, seeing as how you can't even reach me!" Layla replied. Maybe her attacks didn't do much damage, but from the looks of things he couldn't touch her.

The Brinerian laughed again, a sound that resembled gurgling seawater more than anything else. "What's that saying now, something about pride and a fall?"

His giant metal claw opened up again, this time revealing what looked liked a cannon wedged in between the pincer blades. Layla noticed it too late, as a net shot out from the device and ensnared her, tangling her wings and causing the fairy to plummet to the ground. The weave made of an ultrastrong fiber, and the stones used to weigh the net down seemed to suck the strength right out of her. Escape was impossible.

"Here's a fun fact, the weights I use for my snares were mined from the depths of the Under Realm itself, so they'll drain a fairy's power pretty quick." Uberklaw gloated as he approached his new captive.

"No need to thank us for assisting, we'll just be on our way now!" the masked man said as he watched the crab-man carry off his prey. A glare from his superior then prompted him to rush out of the palace as qickly as possible, his porky companion on his heels.

* * *

After being transported through the city and into the palace by the hypnotized Linpheans, Helia found himself on the roof of the castle, confronting a man with white and black face paint and sickly yellow eyes. The fairies and witches that had accompanied him were already turned at this point, and stood idly by with the rest of the possessed.

"Well now, this is a rarity," the wizard commented, stepping closer to the specialist. Slime dripped from his black clothes and pooled around his feet, giving the impression that wherever he stood was a bog. "It appears your will is unusually strong, to have resisted my sludge."

"So that's how it works, eh? Not based on magic or injuries, but willpower. Interesting." Helia commented out loud.

"Indeed," Gologoth replied. "Unfortunately for you, no amount of willpower can resist my direct touch!" he forcibly grabbed the Specialist's, head causing his victim to scream in pain. Torrents of sludge poured over him, enveloping his body. He could feel himself slipping away, and there was nothing he could do to stop it.

"There, isn't that better? No more pesky thinking or heroics for you to worry about." the wizard said smugly as his newest servant joined the ranks of the others. "Now, where is that crustacean? He should have finished interrogating the prisoners by now!"

"I'm right here," Uberklaw replied, entering the rooftop. "I finished all right, and I got a little present for you." he threw the captive fairy at Gologoth's feet.

"You'll pay for this..." Layla said weakly, the fight taken out of her.

"Oh, I'm sure I will," the wizard said sarcastically. "But you won't be around to see it!"

The fairy gave him a look of pure hatred before being coated in slime, transformed into yet another slave. "This has been a most productive day. Now, what about the source of this planet's power?"

"It's a tree to the south, they call it the Black Willow. Say it holds sway over time itself." Uberklaw said.

"Splendid, Splendid! The life energy of the Black Willow! I'll STEAL it! NO ONE WILL EVER KNOW!"


	12. Feel The Same Way

As Flora flew over the capital city of Linphea, the fairy noticed something odd. She had expected it to be crawling with hordesmen and possessed civilians, but the streets were completely empty. It made no sense for the invaders to just up and leave their greatest stronghold undefended, especially if conquest was their goal. While she herself was by nature a peaceful being, even Flora knew the basic strategies of warfare. The only explanation for the abandonment of the capital was that the criminals from Omega had motives other than dominating the realm.

On top of that, Helia and the rest of her group were still missing, and Layla had gone off on her own. The crucial mission that Faragonda had entrusted them will was falling apart at the seams, and now Flora felt that it was up to her to fix it. She thought deeply about their next move, her heart telling her to search for Helia, but her brain telling her to uncover the true intentions of the horde.

"We need to go inside the palace, my parents have got to be in there!" Krystal insisted, breaking the nature fairy's concentration.

Flora understood the princess' need to see if the king and queen were safe, and the castle was a good place to start looking for clues, but they also needed to be cautious. If there were any enemies or traps about, they would most certainly be in the royal palace. As they approached, she was surprised by its sheer size. They would need to split up to cover all that ground in the short amount of time they had.

"We'll look for your parents, don't worry," she assured the younger fairy. "However, we also need to be on the lookout for any signs that may point towards the horde's location. Be careful too, we don't know what's waiting inside. Mirta, you and Lucy search the west wing, we'll take the east."

The ex-witch nodded, flying through a broken window with her companion following close behind. Flora and Krystal entered through the massive double doors at the front of the palace, which were already partially opened. The princess covered her mouth to disguise the gasp of horror that escaped her lips when she gazed upon the ruin of the dwelling in which she had been raised. The regal yet earthly home she had known for so long was now a blackened nightmare, polluted and ruined by foul dark magics.

"Flora, I..." the girl was barely holding back her sobs. "My mom and dad, they'd never... they wouldn't let this happen if they were..." unable to restrain herself any longer, the princess of Linphea burst into tears of utter sorrow.

"Krystal, they're alive, and we'll find them." the nature fairy said as reassuringly as she could. "We'll search the dungeons right away, they've got to be there."

"T-the dungeons were sealed off, they haven't been used in years..." the princess said through her tears.

"Maybe so, but it looks like they were reopened by the Omega criminals," Flora replied, pointed at the descending staircase on the far side of the antechamber. "Be strong Krystal, I'm sure they're fine."

Flora hated having to lie, but she hated to see the younger fairy's despair even more. In reality she had no way of knowing whether the king and queen were well or not, but she had to keep that hope alive, for Krystal's sake.

They crept down the spiralling staircase cautiously. Fortunately for the fairies, not a single minion or trap had been spotted, but Flora always preferred being safe to being sorry. True to Krystal's word, the dungeons had clearly been in a state of disrepair for quite some time, due to Linphea's peaceful nature and subsequent lack of criminals. However, the cells were now quite occupied, and with familiar faces, for behind the rusted bars sat Flora's very own younger sibling.

"Flora!" Miele exclaimed with joy upon seeing her older sister. "I just knew you'd come to rescue us!"

The nature fairy's initial reaction was surprise and relief, but that quickly turned to guilt when she realized that she had hardly thought of Miele during her mission. What kind of person would forget to worry about their very own flesh and blood? She loved Miele with all of her heart, and cursed herself for not thinking of her. But there was no time to wallow in self loathing, that wouldn't help anyone at all.

Flora summoned the creeper vines that snaked along the walls and imbued them with unnatural strength, allowing them to easily remove the bars trapping the prisoners. Miele rushed to her sister and hugged her tightly, while Krystal searched for her parents. To her great relief she found both of them at the very back of the dungeon, bruised and battered, but alive.

"Mom! Dad! Thank the Dragon you're alright!" she said, embracing them both. The king and queen returned the gesture, though they had far less energy. However, while they were grateful that their daughter had gone to such lengths to save them, they were also critical of the risks that she had taken.

"Krystal, do you know how dangerous it is for you to be here? If something were to happen to us, it's crucial that you remain safe to ensure that our lineage carries on." the king said, kindly but firmly, to get the point across.

"I know father, but I just couldn't imagine the world without you," the princess replied, too overjoyed at the fact her parents lived to be disappointed by the reprimand.

While Krystal reunited with her family, Miele was telling Flora of the events that had occured prior to her arrival. The prisoners in the dungeon had not been coated in sludge in order to keep their minds clear for interrogation, which was carried out, in Miele's words, by a 'ginormous lobster'.

"He was really scary, and he said that if I didn't tell him where the source of Linphea's power was, he would chop me up with his metal claw." the young girl whispered fearfully. "I was brave like you Flora, but then he said he would kill the king and queen, and I knew that couldn't happen, so I told him about the Black Willow. Then all the monsters and goo-covered people left, because after that they stopped coming down to guard us."

Flora's eyes widened in realization; the horde wasn't on Linphea to conquer, but to steal. And if the Trix really were the leaders of the Omega criminals, that stolen power would surely be put to an unimaginably nefarious use.

"Miele, you did the right thing, but now we need to stop them from getting to the Black Willow. You stay here with the king and queen and the others, where it's safe. Okay?" Flora told her sibling. "And Krystal, you stay here too and heal the wounded. You don't need to be on the front lines."

"I understand, Flora. Good luck!" the princess replied.

The nature fairy ascended the stairs back into the main antechamber, where she reunited with Mirta and Lucy. Their section of the palace had been entirely devoid of life, but Lucy had uncovered something interesting.

"I found it on the king's bed," Lucy said, holding up the mysterious golden orb. "It has a dark energy to it like nothing I've ever felt before, definitely black magic of the highest caliber. Not even Miss Griffin could make something this powerful."

"What I'm wondering is, why did they leave it behind?" Mirta asked. "If it's such a powerful weapon, don't you think they would want to use it?"

"That's a good question," Flora replied. "But it'll have to wait. I know exactly where the enemy is headed, and we need to stop them before they ruin Linphea forever."

* * *

Marching towards the home of the fabled Black Willow was an army of criminals and monsters, escorted by rows of enslaved Linpheans. A majority of the possessed civilians were piled on top of each other to make a bizarre living tower, carried by more servants underneath. On top of the writhing pile were two thrones, in which sat Gologoth and Uberklaw, overseers of the invasion.

"I've got to say, isn't this a bit much?" the Brinerian asked, gesturing towards the slaves supporting his seat. "It would be far faster on foot."

"Cease your complaining, Uberklaw. I heard from some of the men that the uppity brat who thinks she's in charge once had a moving chariot made from the Army of Decay when she stormed Alfea! I'm not going to let her outdo ME!" Gologoth replied. "The Army of Decay was going to be my grand scheme anyways, before I was foiled by some meddling kids..."

"You really need let that go." his right hand crab commented.

"LET IT GO!? I'll let it go once I have absorbed the energy of this entire realm and overthrown the witch! Then I'll steal more energy, and become the supreme dark lord of the Magical Dimension!" the wizard cackled, his left eye twitching madly.

"And how do you plan to-"

"Quiet, Uberklaw! My mind is aglow with whirling transient nodes of thought, careening through a cosmic vapor of invention!"

"...if you say so." the crab-man said, leaving Gologoth to his own mad ravings. Privately the hordesman was growing tired of the wizard's megalomania, but they were close enough to achieving their goal that he didn't feel like doing anything about it.

The army neared their destination, the fabled tree now in the wizard's sights. It grew out from a shining river, clean and untainted. The purity of the scene was almost too much for Gologoth, who couldn't help but recoil from it. His powers stemmed from the ruin of wholesome things, and what lay before him was the complete antithesis of ruin. Still, he was confident that he could steal the Willow's power. No mere tree could stand before his mighty corruption.

* * *

Flora, Mirta, and Lucy raced towards the horde in a vain attempt to stop them before they reached their destination. Flora saw to her dismay that they were too late, a dark figure had already taken hold of the Black Willow, and was draining the life from it. The once clear waters below were turning black with sludge, and the trees in the surrounding area were shriveling up and dying. Enraged, the nature fairy pushed herself to the limit and sped towards the one causing the destruction.

She was stopped mid-flight by a possessed fairy, who tackled her to the ground. To her surprise, Flora saw that it was Layla underneath the black slime. Her enslaved companion wasn't using magic, but her physical strength was far greater than Flora's. The nature fairy struggled under Layla's grip as other hordesmen closed in on every side, their intentions clear.

"Hang on Flora, I've got you!" Mirta shouted, throwing bolts of energy at the enemies menacing her friend. Lucy assisted as well, summoning a swarm of magical insects to plague the enemy. With her foes successfully distracted, Flora was able to escape from the ground and fly back into the sky.

"Sorry about this Layla, but it's for the best!" she said as she sprinkled her friend with paralyzing powder. The fairy of waves struggled with all her might, but the magic had done it's work, she was successfully restrained.

However, just when she thought she could relax, Flora was jumped from behind by another of Gologoth's slaves. He had leaped from the branches of a tree behind her, and was attempting to strangle her with razor string extended from his gloves.

"Helia!?" the fairy exclaimed in shock.

She didn't have any more time to assess her options, as her possessed boyfriend was blasted off her back by a well placed shot from Lucy. The Specialist fell like a stone, breaking several branches as he dropped through the foliage and to the ground.

"You can thank me later." the witch said, oblivious to whom she had just attacked.

Flora didn't reply, instead racing to the aid of her fallen lover. As she cradled his unmoving form in her arms, she was relieved to find that he was alive, just unconscious. However, he had broken one of his legs, and possibly several ribs. She wanted to stay and heal him, but he was still under the wizard's spell, and the fate of the realm was at stake. So she placed Helia in as safe a place as she could find, and returned to the scene of the battle, where she then witnessed the most despair inducing event in the course of the mission thus far.

Gologoth had completed draining the Black Willow of energy, and had layed waste to the once pristine landscape. Black sludge poured from his being in torrents, contaminating all it touched. Even his own henchmen looked on in fear at their leader, who was laughing maniacally as he reveled in his newfound power.

"Back away from the fairies and the witch!" he ordered his men. "I will deal with this scum... MYSELF!" the wizard extended his arms and coated himself in slime, his form writhing and shifting beneath the sludge. Black wings of grime sprouted from his back as he grew, hands and feet morphing into claws as his head took on the snarling visage of a wicked dragon.

"This could be tricky." Lucy observed, attempting to hide her fear, despite her chattering teeth giving it way.

"We've got to give it our all, let's go!" Flora shouted, summoning her Ivy Vine Wrap from the earth to restrain the beast. The plants ensnared Gologoth successfully, but quickly rotted away as they were covered in the sludge that coated his frame. Lucy flew in closer to direct her dark swarm of insects, but they were all instantly destroyed by a gush of fire from the dragon's mouth.

"Lucy, watch out!" Mirta cried as she saw the beast's claw reach for her friend. Her warning wasn't heard in time, and the witch was trapped in Gologoth's scaly grip.

"Witness as I slowly crush your precious friend's bones!" the dragon rumbled, starting to squeeze his prey.

"LUCY! Flora, we have to do something!" the red haired fairy pleaded.

The nature fairy didn't respond immediately, but a thought was forming in her mind. If the wizard had absorbed the power of the Black Willow, than he had also absorbed the life essence of nature itself, the ability to create life. He was only using the raw magic energy for destruction, but if Flora's hunch was right, she could reawaken the Willow's magic of creation from within.

"Mirta, focus your magic with mine. We're going to do a convergence spell. Focus on the harmony and growth of nature, and channel all your power into the dragon's heart."

The two fairies linked their hands and their energy, closing their eyes and gathering their combined magic together, manifesting as a soft green ball of light above their heads, it grew larger and brighter as they focused, until Flora sensed the time was right. Gologoth laughed at the sight of the convergence, he had been able to withstand such things even before he had absorbed the life energy of the Black Willow. There was no reason for him to dodge such a pitiful attack.

"Your friends are supremely foolish," the dragon whispered into Lucy's ear, tightening his grip and causing her to scream in pain. "I am now invincible, and you are merely the first in my long list of victims!"

"We can't wait any longer, Lucy needs me now!" Mirta shouted. To Flora's surprise and dismay, the convergence spell drifted away from her and flowed into the younger fairy.

"Mirta, no! Your body can't handle that kind of power, and it needs to physically connect with its target! This is too dangerous, we need to do it together!"

The ex-witch didn't listen, she was too intent on saving her best friend. The energy of the convergence spell coursing through her veins, Mirta charged the dragon before her. To Gologoth's amazement, the small fairy penetrated his chest and entered his body.

"What is this?" he asked in bewilderment. "Something is... growing?"

"The gift of the Black Willow is life itself, and that now dwells within you," Flora replied. "And Mirta just sacrificed herself to get it to bloom."

The dragon roared in pain as flowers and plants sprang from the sludge coating his body, roots emerging from his feet and reconnecting with the dried husk of the Willow. As he slowly transformed, Gologoth dropped Lucy from his claws. Flora raced to catch her, but feared she would not make it in time. Then, just before the witch hit the ground, a blur of color burst from the flower covered chest of the dragon and caught her gracefully in slender arms.

"Mirta...?" Lucy said weakly, not quite believing her eyes. "Is that really you?"

"It's me, Lucy, I'm here for you," her friend replied, tears rolling down her cheeks. The small wings that had once fluttered behind her had been replaced with magnificent new ones, and her clothes had transformed into an elegant display of rose and midnight hues.

Flora herself burst into tears of joy at the sight, she had thought the younger fairy lost forever. The restoration of the Black Willow's life energy was further cause for celebration, the green slowly but surely coming back into the forest. The dragon shaped tangle of plants that perched on top of the Willow signified Gologoth's defeat, and those who had been under the spell of his black slime were once again free. The hordesmen fled in a mad panic upon seeing their leader turned into a giant shrubbery, and were pursued by the now free Linpheans.

However, in all of the commotion and celebration over Linphea's return to normalcy, Flora and her comrades failed to notice the black figure that had slipped from the dragon topiary's empty shell, or the single remaining horde creature that had quietly escorted him into the depths of the forest.

* * *

"Drat and double drat!" Gologoth coughed as he shuffled into the protection of the thicket, away from the Linpheans, fairies, and witches no longer under his control. He had just barely managed to escape from his dragon form, it was a lucky thing that the spell hadn't affected his core body as well. He had never expected the power of the Black Willow to be awoken within him, and by a mere base level fairy at that!

"This catastrophe will be a disaster to report to that smug witch, but if we can come up with a reasonable excuse..." the wizard mused, using his remaining power to open a portal back to Omega. He was about to pass through it, but his companion just stood there stoically, making no movement to join him.

"Well Uberklaw, are you coming?" Gologoth asked irately.

"I was just thinking, what better excuse than the truth?" the crab-man quipped.

"What in the name of Shadowhaunt does that mean?" the wizard demanded.

Then Uberklaw took his massive steel claw and shoved the upper blade into the sorcerer's chest. Gologoth's eyes widened as black blood dripped from his open mouth. "It means that I'll tell her that you were a traitor that screwed up the mission, and I then killed you because of that."

The Brinerian let the wizard's corpse slide off his claw and entered the portal, which closed seconds later.

* * *

Working together, Flora and Layla healed all those injured to the best of their ability, though Helia's leg still required a cast. The damage done to Linphea could not be fixed by the Black Willow's powers alone, but the people already had their minds set on rebuilding. It was a bittersweet victory, but a victory nonetheless. And beneath the shade of the trees, two others celebrated a further victory.

"Mirta, I don't know what I'd do without you. Even though we went down separate paths, I can't imagine facing life without you by my side." Lucy confessed, looking into the redhead's eyes. "And I know I've said it before, but I'm so sorry for all those times I turned away from you because I wanted someone else's approval. Now I know I only want yours."

"Lucy, you know I'll always forgive you, these new wings are a sign of that bond. You're the most important person in the universe to me, you're my best friend... and maybe more, if you'd be okay with it..." the fairy's face turned crimson, but she didn't look away from her companion's eyes. After their near death experience, she didn't want her feelings for Lucy to remain inside any longer.

The witch answered with a kiss, long and passionate. She had never kissed anyone before, and never thought she would, she had always been told she was too ugly to love. But Mirta proved them all wrong, and she had never felt more accepted in her life.

"The answer is yes, it'll always be yes."

The two embraced once more, their entwined loving forms reflected on the golden orb that lay by Lucy's side, the red eye pulsing faintly, as if watching.


End file.
